True Heroes: Year One
by Michael J.J
Summary: AU Based on The Big Superhero Wish. Eight heroes in training may be the only ones to stop a great evil.
1. Prolouge

A/N: Hello, welcome to my new fanfic! This one is an AU fic based on The Big Superhero Wish. While many of the characters have the powers assigned to them in The Big Superhero Wish, some have been changed to better fit in with the story. Enjoy!

Disclaimer: I do not own the Fairly Oddparents or any of these characters.

* * *

The Dimmsdale Superhero Academy floated far above the city. While all the regular children went to a normal school, all the children that were gifted with superpowers went to this superhero school, starting at age 10, to receive training. It was the start of a new semester, and the Crimson Chin himself was paying a visit to the school.

CC was currently in the office of Super Principle, the head of the Academy. "Oooh, Crimson Chin, I'm so glad you agreed to teach a class here."

"Yes, but I agreed to it only because my young ward, Cleft, is in this class. I see great potential in him."

Super Principal arched her eyebrow. "You're wasting your time on that child," she said. "He doesn't even have powers. If you hadn't put in a good word for him, he would still be going to a regular school."

"Cleft may not have powers, but he's still super. He's even took on the Nega-Chin and lived. And let me remind you only a handful of heroes have done that."

Super Principal sighed. "I guess your right."

"Besides, you know what some hero experts are theorizing about him," Chin added.

"Yes, I do, but they're only theorized. All Cleft is and ever will be is a talented human with fancy gadgets. He may be a good hero, but I doubt he has any powers."

"Believe what you will, but I still say Cleft will go far."

Super Principle sighed. "Well, here're the profiles for your students," she said, handing him eight folders. "You're teaching the exclusive class, only those who scored highest on the entry level exams got in." The Chin took a look at the bios.

Cleft, the Boy Chin Wonder  
Civilian Name: Timothy Turner  
Powers: None, he relies on his Utility Cleft's weapons and his martial arts training.  
Weakness: Being attacked without his Utility Cleft  
Bio: Though he is the son of the missing-in-action superhero pair Mighty Mom and Dyno Dad, Cleft has no powers. After his parents were declared dead, the Crimson Chin took him in and gave him a whole supply of weapons and martial arts training. Cleft may not have powers, but he has used his weapons to help the Chin battle several of his foes, including the Nega-Chin himself. Some experts speculate he really has powers, but they lay dormant.

Matter Muncher Lad  
Civilian Name: Chester McBadbat  
Powers: Can eat through almost anything at a high rate  
Weakness: Solid diamond. It's the only substance he can't eat through  
Bio: Matter Muncher Lad is the son of Matter Muncher Man, statistically declared the worst superhero ever. Matter Muncher Lad hopes to redeem his family name, and he seems to be well on his way to doing so, judging from his entry exam scores. The machine-like devices on his teeth are permanently attached.

Professor AJ  
Civilian Name: AJ Ibraham  
Powers: Super evolved mind, levitation, force fields, telepathy  
Weakness: Losing his chair  
Bio: Coming from a family of genius superheroes, Professor AJ has an IQ of 250, as well as several psychic powers. His body is weak, so he must rely on his levitation powers to get around. The chair he rides was built to enhance his levitation powers, allowing him to get around easier. Without the chair, he must use a high amount of energy to move, and can only use his powers for thirty minutes.

Sparks  
Civilian Name: Elmer Bradley  
Powers: Electricity, magnetism  
Weakness: Contact with large amounts of water  
Bio: Sparks can generate electricity out of his body. Harnessing this ability properly, he can also create magnetic fields, although he still has trouble doing so. Many officials believe that once Sparks learns to use his full potential, he will be one of the most powerful heroes in existence. If soaked in water, he will short out, and will be unable to use his powers for ten minutes.

The Sonic Youth  
Civilian Name: Sanjay Baker  
Powers: Sonic screams, flight  
Weakness: Losing his voice  
Bio: Sonic Youth is the son of The Sonic Siren and stepson of Sergeant Strength. His screams can reach levels of up to 250 decibels, enough to deafen most foes and shatter glass. If his voice ages as well as his mothers, his cry will be able to kill its victim. If he uses his power too much, he will lose his ability to speak and, therefore, his ability to scream for an hour.

Wonder Gal  
Civilian Name: Trixie Tang  
Powers: Super strength, super speed  
Weakness: None  
Bio: The daughter of the extremely successful superhero Wonder Man, Wonder Gal has all the powers of her father. Currently, her fastest speed is 50 miles an hour, and she can lift 2 tons. While growing up in a life of privilege has spoiled her, she can still hold her own in battle. The lasso she carries on her waist is unbreakable.

The Ice Princess  
Civilian Name: Veronica Delise  
Powers: Ice Generation  
Weakness: Extreme heat  
Bio: Ice Princess is the daughter of the Ice Queen. Currently, her ice powers can only reach negative fifty degrees Fahrenheit, a relatively weak temperature compared to her mothers. She can shoot icicles out of her hands, as well as cause small blizzards and snowstorms. If exposed to high temperatures for extended periods, she will die.

Femme Fatale  
Civilian Name: Tootie Strong  
Powers: Unbreakable claws  
Weakness: None  
Bio: Although she is the sister of the known villain The Baby Shredder, Fatale fights on the side of good. Just like her sister, her unbreakable claws can cut through almost anything. She has fought her sister before and has given her a good run for her money. Even though not as powerful as the Baby Shredder, she has still been known to give opponents a close shave.

The Chin looked over the profiles with interest. "Well...quite the talented group of youngsters, aren't they?" he said.

"Yes, they all scored quite high," Super Principle said. "I'm surprised Cleft managed to get into this school, much less get such a high score. Anyway, your class starts in an hour. I trust you're prepared?"

"Yes, I'll get to my classroom right away," the Chin said. He handed the profiles to Super Principle and left the office.


	2. Beginnings: Cleft's Story

A/N: Hi everyone: Sorry this took longer than expected, but I had trouble writing this chapter. I apologize, and I would also like to promise that the next chapter will be published sooner. Anyway, I'm introducing a few new heroes in this chapter. Remember, all heroes in this fic are based on a Fairly Oddparents character. Here are the heroes new to this chapter.

Sargent Strength-Sanjay's Stepdad  
Music Master-Chip Skylark  
Wonder Man-Mr. Tang  
Catman-Adam West

So, enjoy!

Disclaimer: I don't own any of the characters used here. Butch Hartman does. The Nega-Chin's nega-vision comment is lifted directly from the special.

* * *

An hour and a half later, The Crimson Chin's class was underway. They didn't get much of a chance to talk, as their teacher immediately ordered them outside for the first part of their training program. All of his students were now warming up outside before their first exercise began.

CC began to examine his students. First off was his ward, Cleft, who was doing push-ups one handed with relative ease. His costume included a red cap, which covered his messy brown hair, a red mask that covered his blue eyes, and a utility cleft strapped onto his face, which held a large array of gadgets. His costume itself was a red, skin tight suit with a cape and a yellow belt, gloves, boots, and a yellow C on his chest. He was reasonably well built, as he had trained hard since he was six.

Near him was Matter Muncher Lad, who was warming up his jawbones with a piece of super elastic gum. His costume has a black and white color scheme. The black part was most of his costume, including his hood, which covered most of his face. The white was his belt, cape, gloves, and boots, as well as a double M on his chest. On his teeth were devices that looked like braces, but were really naturally occurring devices, which transformed into drills and saws at his will.

Professor AJ was nearby, levitating a few items in the air. Unlike the other heroes, he wore no mask, hood, or tiara to hide his identity. Rather, he wore a holographic projector when in his civilian disguise to hide his huge brain, which made his head much bigger than normal, and rode in a wheelchair instead of his floating chair. He wore a white lab coat with yellow gloves and black pants and shoes.

Sparky wore a more traditional costume. It was black outfit with blue gloves, boots, cape, and mask, as well as a blue S on his chest. He was zapping a few metal items with volts of electricity, and lifting them off the ground. He used to have a huge boil on his face, but it was since removed.

The Sonic Youth was flying around in the sky. His costume was blue with red for the boots, cape, etc. As he flew, he began to fly lower toward a glass plate he had set up. When he got near it, he unleashed a supersonic scream. The plate shattered into shards.

Wonder Gal was nearby, practicing lasso tricks. Instead of a mask, she wore a golden tiara with a red star on the front to conceal her secret identity. Her costume was a single piece costume, which had no sleeves and showed her whole legs. It had the pattern of the American flag on it. She wore golden wristbands and white boots.

Ice Princess, Wonder Gal's best friend, was standing next to her causing a small flurry of snowflakes. Princess' costume was light blue. She wore an elegant mask on her face, and she had blonde hair, which was piled up in a ponytail. Her costume was a light blue sleeveless shirt with IP on the chest, and a skirt that stopped at her knees, with blue boots.

The final member of the class, Femme Fatale, was slashing up a few targets with her claws. She, like Wonder Gal, had raven hair, but her hair was tied into pigtails. She also wore a costume similar to her sister's, a blue and yellow color scheme. The only difference was she wore a yellow FF on her chest. The Chin noticed her attention seemed to dart between her training and Cleft, who she looked at admirably.

After ten minutes of allowing his students to warm up, The Chin decided to begin the days training. He went to a box he had brought from inside the school. It was filled with wrist and ankle weights. "Alright, students," the students stopped practicing and paid attention. "We are about to begin the days training. Everyone line up." The students obeyed.

The Crimson Chin handed each of his students a set of wrist and ankle weights, including one specially made for Professor AJ. "Put these on." The students each strapped weights on their wrists and ankles, while AJ attached a special weight to his chair.

Wonder Gal arched an eyebrow. "How are these things going to help us train? They're so dinky."

"Right now, they are," the Chin replied. "But they won't be in a moment." The Chin then pulled a remote out of the box and pressed a button.

A few beeps were heard. Then, Wonder Gal suddenly fell, arms first, to the ground. Most of the class reacted the same way. Only Cleft managed to stop himself from completely crashing into the ground.

"Ow!" Ice Princess screamed. "What is this?"

"I can barely levitate my chair," Professor AJ complained.

"These weights are designed to adjust to a weight that will give the wearer plenty of a workout," the Chin explained. "That way, you're always pushing your limits in this class. Now, I've marked off a trail through the city," he said, pointing to a street marked with a red flag. "It's being closed off anyway for construction work, so we'll use it as a jogging path. So run, all the way to the edge of the city and back. Go!"

The students, already having trouble just lifting their arms, groaned and began to jog. Actually, with the weights on them, it was more of a slow walk. A very slow walk. They reached the flag, which was ten feet away, five minutes away. The saw the next flag was fifty feet away. They groaned and began to jog some more.

None of the students noticed a fly was perched on the flag they passed. A fly watching their every move.

* * *

Inside a room, at an unknown location, two figures were watching the students jog with their Fly-Spy Bot. The monitors, which were showing this, provided the only light in the room.

"Master, are you sure it's one of them?" the first figure asked.

"I'm certain. I know it's a superhero in training I'm looking for, and these are the eight most capable in the world."

"Yes, I know. But they seem to show no signs that they are…"

"Listen, you fool, the signs aren't obvious to a casual observer. I want you to keep an eye on them, got it?"

"Yes sir," the first figure reluctantly replied.

* * *

Two hours later, the students had finally finished their run. All of them felt like their arms and legs were going to fall off. In fact, they were still gasping for breath when they re-entered their classroom.

"Okay, I'm pleased to see you all worked hard in building your muscles," the Chin said as he took a seat at his desk. "But brawn is pointless without brains to back it up. That's why a good portion of the day will be spent on book smarts."

The class groaned as the Chin passed out a math textbook. "Now open to page fifteen and let's begin.

* * *

Two hours later, the class finally was allowed to eat lunch. Since the exclusive class ate separately from the rest of the school, only one table was out in the cafeteria. This was the first chance the students had to talk to each other all day, so they were all getting to know each other.

"I can't believe they let you into the exclusive class," said Wonder Gal. That statement was obviously directed to Cleft.

"What's so unbelievable about it?" Cleft asked.

"Well, for one thing, you don't even have superpowers."

"So? In case you hadn't noticed, I managed to keep ahead of all of you during the training run earlier today."

"Yeah, but you were carrying the lightest weight."

"She's right," Professor AJ said. "If you really want to prove your worth, what was your score on the entry exams?"

"A nine-hundred and seventy-five out of a thousand," Cleft replied. Nearly everyone's jaw hit the table.

"Ooh, that's so incredible!" Femme Fatale said, who at the moment had hearts in her eyes.

"Thank you," Cleft responded, completely overlooking the flirtatious way she had said that.

"WHAT?" Professor AJ cried. "But that's illogical! It beats my score by twenty-five points. How did you do that?"

"A good diet, a utility cleft full of gadgets, training in six styles of martial arts, and a daily workout. Of course, my workouts weren't as intense as the one today, but you get the picture."

"That's awesome," said Sparks. "I only made nine-hundred and sixty. The Crimson Chin must have taught you well."

"Hey, wait a minute," Ice Princess said. "How do we know you didn't cheat you way in? I mean, with the Chin as your mentor, it would be pretty easy for him to fix those tests for you."

"I hate to break your bubble, but the Chin wasn't even affiliated with the school before he began teaching, the school officials are impossible to bribe or extort, and the tests are cheat proof. I didn't fake my way in. I didn't need to."

"Well, I must admit, the tests are cheat-proof," said AJ. "Cleft really did get that score."

"Well, even I'm impressed," Wonder Gal commented. "But I still don't get why they even let you take those tests. They usually don't allow powerless people into these schools."

"Yeah," Sonic Youth commented. "In fact, didn't the government consider banning all powerless heroes a few years ago?"

"I herd about that," Princess said. "The only reason they didn't was that the Nega-Chin was at the height of his power."

"Yeah, but I herd that since he was defeated, they're reconsidering it," Sonic continued. "So you may not be here long, Cleft."

"It won't pass," Matter Muncher Lad said. "There are way too many powerless heroes out there. Like Catman, he's pretty influential."

"Yeah, but crime has gone down since the Nega-Chin was defeated," AJ commented. "They don't want to put more people in danger than they had to."

"Speaking of the Nega-Chin, Cleft, weren't you there when the Nega-Chin was defeated?" Fatale asked.

"I was, but only because the heroes chased him there," Cleft said. "He thought he could use me as a hostage, but his plans went awry."

"Why, what happened?" Fatale asked. The others seemed to be interested as well.

"Well, you see…

* * *

**Flashback**

_Cleft felt the Nega-Chin's hands around his throat, and was staring straight into his fiery red eyes. "Well, if it isn't the powerless chin," he sneered. "I'll bet that goody-goody alternate of mine will do anything to see you safe from harm."_

_While the Nega-Chin had Cleft by the neck, he failed to notice Cleft reaching for his belt for the only weapon he didn't keep in his utility cleft. It was a bo staff, made from the same material as Femme Fatale's claws. Since he had studied in several forms of martial arts, he knew where all the body's pressure points were located. One strike in the appropriate place was all it took._

_The Nega-Chin, caught off guard, let go of Cleft and staggered back. Cleft used this opportunity to deliver a strike to the side of the neck, at another pressure point. He attempted a third strike, but the Nega-Chin caught the staff in the air._

"_You little welp!" he yelled, throwing him, by the staff, into a brick wall. He hit with a crack as he felt his spine split in two. "You're a nuisance, just like those idiotic parents of yours were. But unlike them, you'll be easy to take down." He smiled, and began to step toward the fallen boy._

"_Step away from that sidekick, fiend!" a deep voiced yelled. The Nega-Chin looked up, just in time to be in the face by the Crimson Chin's gigantic chin. He flew a good distance away and crashed into the wall. Since he was super strong, he didn't get as damaged as Cleft, however._

_Nega-Chin rubbed his head and got wrapped up by a chain. One with a metal cat claw welded to the end of it. And on the other end of the chain was its owner, Catman. "Give it up, villain," he said. "This chain is fused with the same magic that makes Wonder Man's rope unbreakable."_

_Speaking of Wonder Man, he also roped Nega-Chin with his magic rope. He was dressed in blue tights with a blue hood and a white star on the hood, as well as red gloves and boots, and a red cape and belt._

_Nega-Chin struggled against his binds but couldn't break them. So instead, he zapped his nega-vision at Wonder Man and Catman. They dodged it, but at the cost of releasing their chain and rope. The Nega-Chin easily slipped out of his bindings._

"_You fools, you cannot defeat me! No matter how powerful you are!" Nega-Chin sneered. "Face my power!" He let loose another blast of nega-vision. The heroes dodged again, nut the Nega-Chin persisted with several more blasts. But soon after, a guitar chord was heard and the Nega-Chin was knocked to his feet._

"_Sorry, Nega-Chin, but your finished," said another superhero. He wore a red spandex suit with several music notes printed on it. He carried a guitar, which he was striking several chords on._

"_Ah, Music Master, you got into this too, huh? Well, you're just another idiot to destroy. All heroes will fall to my might."_

"_Quit, you little pansy," another voice shouted. Two other heroes had entered the battle field. One was Super Principle. The other one, the one that spoke, was a strong looking man in a red and blue costume. He had SS on his chest._

"_Oh, Sargent Strength, still mad that I beat the crap out of you fiancée?" Strength growled at the comment. "Oh, don't worry, I heard that Music Master can use his music spells to heal her… if he survives the fight!" With that, the Nega-Chin shot another blast._

_The heroes dodged the blast. Sargent Strength ran and tried to punch him in the stomach, but Nega-Chin dodged and elbowed Strength in the back of the neck, causing him to go down. Music Master struck another cord on his guitar, causing a wave of musical energy to shoot out, but the Nega-Chin dodged that as well._

"_Fools! My nega-vision will tear through you like…nega-vision!" Nega-Chin fired another blast, which the heroes dodged. Super Principle ran up to him and tried to claw him with her cat claws, but Nega-Chin dodged and tried to punch her, but she flip jumped over him and took another swipe. Nega-Chin dodged again, turned around, and gave her a swift kick in the stomach._

_As Principle went down, Wonder Man's rope and Catman's chain wrapped around the Chin's opposite once again. This time, Nega-Chin flew up in the air, hoping to make them let go, but they both had good grips. The Chin flew up to him and was about to punch Nega-Chin, but the Nega-Chin quickly flew downward, causing the Chin to pass over him. He then shot his nega-vision at Wonder Man and Catman. They dodged, but at the cost of releasing the Nega-Chin's bindings._

_Catman, without missing a beat, pulled out a Cat-a-rang and threw it at Nega-Chin. The weapon hit and exploded on contact, causing the Nega-Chin to fall back. It also provided enough of an opening for the Crimson Chin to hit him with a chin strike, which sent him flying into a building. The Chin flew after him, intending to continue the chain of attacks, but the Nega-Chin recovered and fired his nega-vision. The Chin reacted with a blast of his justice-vision. The two beams hit each other, and it appeared that they were at a stalemate._

_But then Music Master stuck another chord on his guitar, and another wave. The Nega-Chin, who was concentrating on the Crimson Chin, didn't notice it until it was too late. The wave hit Nega-Chin, causing him to stop his attack, which allowed the Chin's attack to hit him as well. Unfortunately, Music Master's magic was still there when the justice-vision hit. The two powers began to react very strangely._

"_The music magic and the justice-vision have touched," Catman declared. "There's no telling what will happen!"_

_Indeed, this event had never happened before, but a few seconds later, the results were known. The powers mixed caused an explosion, which caused a bright light to engulf the heroes._

_When the light dimmed, the heroes looked at the spot where the Nega-Chin had been floating. He was gone.

* * *

_

"Since he didn't turn up again, he was declared dead," Cleft said, finishing his story.

"Well then, that's good," Matter Muncher Lad said. "The Nega-Chin was the most feared villain ever. Remember, they closed everything in celebration on that day, right?"

"Yeah, but the Crimson Chin doesn't think he's dead."

"Why?"

"Well, no body was ever found. Not a single trace. And the Chin once told me that matter can't be created or destroyed."

"That's right," AJ remarked. "If the Nega-Chin was killed, there would have been some remains."

"Right. Plus, the Chin doesn't think that something as evil as the Nega-Chin can be brought down so easy."

Before the conversation could go any farther, the bell rang for class. "There's the bell," Fatale said. "Let's get to class. The Chin said we'd have combat practice after lunch." The students quickly left the lunchroom.


	3. Beginnings: Sparring

A/N: Enjoy chapter 3!

Disclaimer: Butch Hartman owns The Fairly Oddparents, not me.

* * *

After lunch, the class was called into the school gym. The Crimson Chin had set a fighting ring in the center of the room. "Okay, so far we've flexed your brain and brawn. But no matter how powerful each of these is they are of no use if you don't apply them. That's why we will practice applying them in sparring matches."

The class was excited. They had been waiting all day for a chance to show off their stuff. "Let's see… for Round One, how about Cleft against… Wonder Gal."

"Me against him?" Wonder Gal asked. "Hardly seems fair, but okay." Both she and Cleft entered the ring.

"Okay, you have three minutes to spar. Begin…NOW!"

Instantly, Cleft pressed a button on his utility Cleft, causing several Chin-a-rangs to shoot out toward his opponent. Wonder Gal blocked these with her wristbands. She then pulled out her magic lasso and tossed it at Cleft. However, before it could rope Cleft, he reached up and grabbed it in mid-flight. He then gave it a hard pull, causing Wonder Gal, who was still holding the other end, to come flying toward him.

Wonder Gal managed to replant her feet on the ground, but she was still close enough to allow Cleft to attack. He moved in with a karate chop, intending to hit her in the side of the neck. Wonder Gal blocked then countered with a punch aimed at the gut. Cleft dodged and kicked at her side. Wonder Gal caught his leg and pushed it up, attempting to make him lose his balance, but Cleft merely performed a back flip, landing perfectly on his feet, then ran in with a punch. Wonder Gal blocked and countered.

After numerous more dodges, Cleft threw a punch of his own. But Wonder Gal grabbed his wrist, spun around, and pulled Cleft over her shoulder, attempting to slam him into the ground. But Cleft managed to get his feet under him in time to land on them. Then, to Wonder Gal's surprise, he grabbed her wrist and threw her over his shoulder. Wonder Gal flew a good distance, but she too landed on her feet. She immediately charged at Cleft.

Cleft pulled out his bo staff and swung it at the incoming heroine. Wonder Gal blocked with her wrist bracelet and threw a punch at Cleft. He dodged and swung his staff once more, this time managing to hit Wonder Gal in her side. She was temporary stunned, allowing Cleft to hit her again.

Wonder Gal stumbled backward, and Cleft moved in to strike again. However, Wonder Gal ducked and threw another punch. This one connected with Cleft's face, causing him to fall backward. Wonder Gal prepared to punch again, but Cleft managed to recover in time to block. Wonder Gal was about to punch again, but Cleft blocked and preformed a sweep kick to knock her off her feet.

While she recovered, Cleft came in and tried to land another hit with his staff. However, she recovered in just enough time to block the strike. Cleft continued to swing his weapon, but the heroine was to quick to dodge. Finally, she caught the staff in mid swing and punched Cleft in the gut.

Cleft, in his earlier training with the Crimson Chin, had been taught to absorb pain. Even so, Wonder Gal's punch still knocked the wind out of him, causing him to stumble back. She then came in and landed another on his face.

Cleft was knocked on the ground, apparently knocked out. Wonder Gal walked over to check the fallen hero…and was greeted by three chin-a-rangs to the face. Wonder Gal barely got her bracelets up in time to block. While she was blocking, Cleft got up, still looking as ready to go as when the fight started.

"ENOUGH! The three minutes is up," The Crimson Chin announced. The two heroes dropped their fighting stances and walked out of the arena.

Cleft pressed a button on his utility cleft, which deployed an ice bag that he pressed against his cheek where Wonder Gal had punched him. He may have been trained to resist pain, but a punch from someone who could lift two tons hurts under any circumstances.

Wonder Gal couldn't believe it. She had three minutes and she still couldn't defeat an ordinary human with a bunch of fancy gadgets. Either she was slipping, or there was more to this kid than meets the eye. Either way, she was glad her father hadn't seen this. If she had, the whole ordeal would have been even more embarrassing. Her father was absolutely sure that powered heroes were better than gadget ones. This is what Wonder Gal was taught, but now she was having serious doubts on that theory.

She looked over at Cleft. Professor A.J. was apologizing to him. After seeing him fight, there was no doubt he got in through skill. As Wonder Gal watched Cleft, she felt her heart beat faster. She felt strange. What was it about this boy she was so attracted to?

* * *

The heroes were still unaware of the tiny fly robot that was monitoring them. In an unknown location, the two villains were still watching, with the boss' pure red eyes still fixated on the screen.

"Interesting," he said. "I knew that child was good, but he still held his own better than I expected."

"Indeed," said the one at the control panel. "Such skill. He's not normal."

The boss was silent for a moment, then spoke. "There will be a slight change in plans. Instead of waiting for the one to reveal himself, I'll send out an agent to destroy all of them."

The second figure thought before he spoke. Questioning motives was the leading cause of death among the ranks. "Sir, are you sure that's wise? We could reveal our operation."

"Do you think I'm unaware of that? I'll be sending the Bull-E out after them. They'll just assume that the fool was just picking a fight."

"Yes, well, he can take those kids, but not the Chin."

"I have a plan for that as well. Now, call Bull-E and tell him his mission."

* * *

"Alright, next up will be Ice Princess versus Matter Muncher Lad," the Chin declared. The two young heroes took their places in the ring. "Three minutes on the clock, begin!"

Ice Princess raised her hand and shot three icicles at Muncher Lad. However, to everyone's amazement, he caught them…in his mouth. The devices in his mouth went to work, and a second later he spat them out with force equal to what Princess had shot them with.

Princess dodged the sharp projectiles, which gave Muncher Lad an opportunity to come in and punch. Since she was caught off guard by the returned ice, Princess failed to avoid the punch. When Muncher Lad tried to attack again, however, Princess not only blocked, but, since he was in contact with her, she activated her powers, and froze his hand in a block of ice.

Now it was Muncher Lad's turn to be surprised. He stepped back in shock, allowing Princess to punch him again, this time in the other arm, encasing it in another bock of ice. Now was officially time to start worrying. Princess gave another punch, hoping to freeze his torso, but he managed to jump back and avoid the attack. He then brought his arm up to his mouth and bit into the ice. The strong teeth caused the ice to shatter.

Princess moved in to attack again, but Muncher Lad dodged and grabbed a chunk of the broken ice with his unfrozen hand. He threw the chunk in his mouth, and seconds later a torrent of icicles was being shot from his lips. Princess barley dodged in time, and the icicles flew across the room and shattered on one of the gym's walls.

The icicles provided enough of a distraction to allow Muncher Lad to get close to her, and give her a punch in the stomach. Princess staggered back, the punch happened too suddenly to activate her freezing powers. Muncher Lad moved in to punch again, but this time Princess was ready and blocked, once again encasing his hand in ice.

Instead of punching again, Princess raised her palm, and soon the arena was covered in a mini blizzard. It was particularly strong, but Princess hoped it would serve its purpose. She walked through the blizzard as easily as a fish swims through water. Even through snow and ice was spinning everywhere, she could see something through all the while: Matter Muncher Lad. Princess took the opportunity to punch.

Princess hoped that the blizzard would serve its purpose as a cover so Muncher Lad wouldn't be able to sense her until it was too late. But what she didn't know was that the young hero had a special radar sense so he could see where he was going whenever he used his power to tunnel through the Earth. He could sense Princess coming, so it was an easy matter for him to dodge and punch his opponent.

Princess was defiantly caught off guard, allowing Muncher Lad to land quite a few punches before she finally regained herself and began to fight back. She activated her freezing powers and began a flurry of icy punches. Then, she preformed a sweep kick that worked, not only to knock him off his feet, but to freeze him from the knees down.

By now the blizzard had stopped, and the small audience could now see the two combatants. Princess stepped over her now helpless opponent and prepared to freeze even more of him.

"ENOUGH! The winner is Ice Princess," the Chin declared. Princess lowered her palm, half-pleased and half-disappointed. Pleased that she took down her opponent, and disappointed that she had to stop so soon. She sighed as she left the ring.

After cracking the ice on his legs, Muncher Lad left the ring, really disappointed in himself. He had hoped to redeem his family name since he was six. He had trained himself to accomplish this goal. And now that he was actually in training, he had lost his first fight. He should have been ready for a kick like that. But in spite of all his self-reprimanding, the loss was only making him more determined.

Ice Princess was privately celebrating a double victory. Not only had she succeeded in beating her opponent, but Cleft, who she had a crush on since she saw him on TV, had seen her fight so well. She didn't tell her friend about her crush on Cleft. After all, her family was well known for trying to keep non-powered heroes out of the hero business. But she still decided that she would try to win Cleft over

* * *

The Bull-E was born Francis Graver, the son of ex-con John Graver. Since John's wife left when the boy was just six, he raised his son alone. Or rather, left him to raise himself while he drank too much and went in and out of jail.

So Francis grew into a tough kid, bullying other kids for their lunch money just so he could buy his own. It was no surprise he grew up to be a thug. In fact, that's how he lived after he ran away from home at eight. He would simply mug people and use their cash or credit cards to get whatever he needed. He also came to know strength as the greatest thing ever. He spent hours each day working out, wanting nothing to get stronger.

Then one day he came to Dimmsdale. It was a heavily populated by superheroes, but it was his experience that they never paid attention to small matters like muggings. But the first person he tried to mug was stronger than he looked, and Francis failed to successfully mug someone for the first time. However, instead of reporting him to the police, his would-be victim offered him a chance to become stronger than any normal human in exchange for a performing a few tasks for him, an offer he immediately accepted.

Francis never saw this man's face, as a hood always covered it. But he didn't care, as he lived up to his promise. He led him to a lab populated by several scientists, and ordered him to step inside a glass tube in the center. Francis hated taking orders, but obliged. As soon as the tube was sealed, he could feel a jolt of electricity run through him, and he was knocked out.

When he woke up, he realized he was different. For one thing, he had hair all over his body. For another, he now had two horns on the top of his head. He was now stronger than any other ordinary human. And he was a human-bull hybrid. Not that he cared. Looks were a small sacrifice for power. And he had power.

He was also required to work for the one who had granted him this strength. But he didn't mind. The benefits of the job were awesome. The pay was good, and the work was fun. Mostly hit jobs, and the occasional robbery. So he was all too eager to answer a call for more work.

"The boss has another job for you," said the voice on the other end of the line.

"Right," said Bull-E. "Who do you want the Bull-E to break?" He talked this way because the mutation also removed some brain cells.

"Eight members of the Dimmsdale Superhero Academy."

This was one of the few times the Bull-E would refuse. "No way. The Academy is crawlin' with full-grown heroes. The Bull-E even heard the Chin's teachin' there."

"Relax. You will attack them while they're away from the Academy. And the full-grown heroes will be too busy with a distraction. We'll pay fifty grand. Deal?"

Bull-E was satisfied. "Deal. Just tell Bull-E where and when."

* * *

"Okay, next up, Professor A.J. versus Femme Fatale," the Chin announced. The two young heroes took their places in the ring. "As usual, three minutes on the clock. Begin!"

Femme Fatale was the first to strike. She came in at her opponent with quick speed to slash him. So fast, in fact, that A.J. barely had time to put up a force field to block the attack. Fatale moved into a series of slashes. The all bounced off the force field, but she knew from the look on her opponent's face that he was straining to keep his shield up.

Finally, he quickly levitated himself to the far right, out of Fatale's range. His super-evolved mind began to glow, and seconds later a blast of mental energy shot from the tiny scientist's forehead. Fatale jumped out of the way to dodge the attack. She avoided the attack, but she froze in mid-jump. Seconds later, she realized A.J. was levitating her with his mind.

Fatale was lifted higher off the ground, and then was roughly slammed into the ground. She felt herself being lifted up into the air again, but this time she dug her claws deep into the ring. While she was being pulled up, her grip in the ground allowed her to remain anchored. Finally, A.J. lost his mind grip on her, and fell back. Fatale, feet back on the ground, ran up to give another slash, and managed to give his hover chair a deep cut. Wires stuck out of the hole, which were generating sparks.

Fatale smiled confidently, but that smile disappeared when she saw the tear in the metal fix itself.

"Nanobots," A.J. explained. "They're built in to my chair and can repair damage." And with that, he shot another brain blast. Fatale, still in shock, didn't dodge this one. The force hit her in her chest and sent her tumbling to the other side of the ring.

By the time Fatale recovered, A.J. had fired another blast. Fatale managed to dodged this one. A.J. fired several more blasts, but Fatale had no problem dodging these blasts. Speed had always been a characteristic of her family.

Despite A.J.'s attacks, Fatale still managed to get close enough to begin slashing. A.J. put up a shield, but Fatale's strikes were coming in faster than ever. After half a minute, A.J. couldn't sustain the shield anymore and dropped it.

Fatale jumped and slashed her claws at her opponent, but suddenly stopped. She was being levitated again. A.J. attempted to throw her to the other side of the ring, but Fatale anchored herself again, this time by digging her claws into A.J.'s chair. Once again, she planted herself firmly enough to stop his levitation attempts. Finally, he lost his mind grip again.

Fatale once again slashed at A.J. But he managed to move his head out of the way, which resulted in Fatale puncturing the back of the chair. Fatale pulled to get her claws out, but realized she couldn't. She realized her other hand was also caught in the chair. A.J. realized this too, and fired a brain blast.

At point blank range, A.J.'s attack was more than enough. The impact released Fatale's claws from the chair, and sent her flying. She landed on the other side of the ring, not seriously hurt but defiantly stunned.

"ENOUGH! The winner is Professor A.J."

A.J. levitated out of the ring, and Fatale got up and left as well.

A.J. was pleased with himself. Why shouldn't he be? He had just one his first match quite easily. After all, his family had always been known for their skill in battle. He would be no different. He swore it.

Fatale's pride was hurting more than anything. She was hoping to do better than that. Especially since Cleft was watching. She'd seen him on TV, fighting with the Crimson Chin. _He's so brave, _she thought, with hearts dancing around her head. She vowed she'd win Cleft over someday.

* * *

The Bronze Kneecap was a big time supervillain. Besides the Nega-Chin, he had caused the most problems for The Crimson Chin. His obsession for getting rid of the Chin was so great that he had become legendary in villain circles. And what did the Chin do to cause such a thirst for vengeance? Basically, he caused him to trip.

Once an up-and-coming athlete named Ron Handbone, he was in a position to win his first gold trophy, and not his third place bronze. Unfortunately, the Chin was playing in that same game as a celebrity guest. And, when the Chin bowed, Ron ended up tripping over his gargantuan chin.

He busted his knee and his sporting career was ruined. And the Chin never even said he was sorry. So, he melted down his entire third place trophy collection into a costume with plenty of dangerous weapons and began to seek his vengeance as The Bronze Kneecap. He was willing to do anything to destroy the Chin. So when a mystery man offered him a chance to destroy the Chin in exchange for some work to be done, he was all too eager to accept.

That was three months ago. Whoever hired him was taking his sweet time to fulfill his end of the bargain. Not that the conditions were bad. In between jobs he was giving some nice living arrangements. A fancy apartment as nice as a hotel suite, a TV with 300 channels, and anything he wanted to eat at the push of a button. It was the lap of luxury, but he was getting impatient. So when his cell phone rang, he was hoping to complain.

"I have a new assignment for you." This statement caused Kneecap to freeze. It was the man who had hired him. Usually he would relay his assignments through one of his men. Whatever he wanted, it was big. Still, he took the opportunity to complain.

"Look, I've been working for you for months. You promised to fund my plan to destroy The Chin."

"In time," said the voice. "Believe me, I want the Chin eliminated as well. But it will have to wait. Luckily for you, however, you will still get a chance to fight the Chin today."

"But I can't win until my plan becomes a reality!"

"You don't have to win, just keep him and the other teachers of the Dimmsdale Superhero Academy busy while another one of my men takes out another target."

The Kneecap thought. "It'll have to more than just me."

"Don't worry, some of my other men will assist you. You should be very familiar with them. Will you do it."

"If it means getting a chance to smack around The Crimson Chin, sure. When do I strike?"

"I'll call you back when I get a conformation on that."

* * *

"Okay next match will be The Sonic Youth versus Sparky." The two final students took their places in the ring. "Once again, three minutes and…begin."

Sparky instantly shot a jolt of electricity at his opponent. Sonic, however, flew up into the air and the jolt passed harmlessly under him. Sonic then unleashed a high-pitched scream, which caused waves of sound energy to generate from his mouth. The sound was unpleasant enough to cause the spectators to cover their ears, but Sparky got the full blast, which caused a painful ringing in his ears.

While Sparky was recovering from the scream, Sonic took the opportunity to fly up to him and give him a kick to the face. Sparky stumbled back, allowing Sonic to give him another punch to the gut. As he came in for another attack, however, Sparky recovered, and managed to prevent the attack by sending 50 volts of electricity into his opponent.

Sonic's temporary state of shock allowed Sparky to attack him with a few electric powered punches. The attacks sent Sonic stumbling back. As Sparky moved in, Sonic let loose another yell. It wasn't as powerful as his first, but it serves its purpose as a distraction. The yell had caused Sparky to stop, which allowed Sonic to give him another punch.

Sparky quickly recovered and began to fire bolts of lightning. However, Sonic flew too quickly for him to land an attack. Finally, Sparky shot a blast that hit his opponent. Sonic, now stunned, fell from the sky and had a reasonably rough landing, but managed to get to his feet rather quickly. Which was a good thing, because Sparky's attacks kept coming, meaning Sonic had to be especially quick on his feet.

Despite Sparky's quick attacks, Sonic was quicker on his feet. Finally, after several dodges, he flew in at his opponent and gave him another punch. He tried another, but Sparky dodged this time and Sonic flew right past him. Since he was close, Sparky grabbed him and sent a surge of electricity through his body.

Sonic quickly broke free and sent a barrage of punches at his opponent. Sparky blocked these while countering with attacks of his own. A blur of regular and electric powered punches was all that could be seen for a few seconds. Finally, Sonic attempted a sweep kick. However, Sparky saw it coming, and jumped over it, them hit his opponent with an electric powered slam. Sonic went strait for the floor.

"ENOUGH! The winner is Sparky!" With that the two combatants left the arena.

Sonic was disappointed. After all, he was hoping to live up to the reputation of his step-dad, the great Sargent Strength, who had fought against the Nega-Chin several times. It was a tall order to live up to, but he wasn't about to quit. After all, it was his step-dad's training that got him here, and he wasn't about to disappoint.

Sparky, on the other hand, was feeling great. His ultimate goal was to earn his family some notoriety. His family, while they were good heroes, never achieved superstar status. That was one thing he was hoping to change. He had already got into the exclusive class, and now he had one his first match. He was going places, he knew it.

"OK, the principal wants me to let you out early so you can get settled in your rooms," the Chin said. The students were glad for this. They had arrived at the Academy just this morning. They had been told that they would receive rooms after class that day, and that their luggage would be there when they arrived.

"Ok, all your rooms are on the top floor. Girls, you get room 915. Cleft, Professor A.J., and Matter Muncher Lad get room 916. Sonic Youth and Sparky get room 917. Let me remind you that there will be no switching rooms or spending the night in another room. Now, here are your school I.D. cards," he said, passing each of his students a card with their faces on them. "The will also be key cards to your rooms. Get to know one another, and be back in class at seven A.M., sharp. You are dismissed."


	4. Beginnings: Moving In

A/N: A few new heroes in this chapter:

Power Flower: Mr. Burcenbake  
Hanker-Chief: Mr. Bickles  
Teaching Titan: brown-haired Teacher (from "Trans-Parents" episode)

Any members of the Body of Evil that didn't show up in the show are from the Crimson Chin webtoon. The Golden Gut made a very small appearance in "Fairy, Fairy, Quite Contrary"

Disclaimer: I don't own any characters from The Fairly Oddparents. The Bull-E's final line is from the special.

* * *

"This is it," Cleft said as he, A.J., and Muncher Lad stood in front of a doorway which had 915 printed on it. Seconds ago, he had been standing in the Academy. But now he had been teleported, courtesy of some technology invented by A.J.'s parents, to the inside of another building, with several rooms, which served as dorms. "This is our room." He pulled his I.D. card out of his utility Cleft and slid it through the card reader at the side of the door.

A few beeps later, a mechanical voice spoke. "Welcome, Cleft," it said as the door unlocked itself with a few more beeps and flew open.

The three young heroes were surprised by what they saw. They had been told, upon their arrival, that their rooms would be the size of an apartment, but they had thought it would be a small apartment. However, it was reasonably big. It contained a 30-inch wide screen television with a comfy couch to watch it on, a well kept kitchen with a stove and fridge, and a bedroom big enough to accommodate them all.

As they were informed, their luggage was sitting in the center of the room. Not only that, but there was a note attached to one of Cleft's bags. He took the note and realized that it was a letter from the principal. He read it allowed to his roommates.

"Dear students,

Congratulations on being accepted into the Academy. You all show great potential, and we hope that you will train hard to become great heroes. As such, please remember the school's policy. First off, wearing your superhero outfits in public is strictly forbidden. You may, however, wear it under civilian clothes, incase a situation arises in which you must defend yourself. Secondly, please remember that the dorm buildings must appear to be normal apartment buildings to all civilians and villains. Therefore, you must not exit or enter the building in costume by any means other than the teleporter.

Third, we trust every dorm with a credit card in order to buy and order food. If, however, you abuse this privilege, we will confiscate it and a teacher will select your menu for the remainder of the year. Finally, remember that your curfew is seven P.M., and lights out at ten. Any student caught violating curfew will be subjected to disciplinary action.

Please remember these rules, and we'll have a safe semester.

Sincerely,

Super Principal"

"Whoa, we get to pick what we eat?" Muncher Lad asked, licking his lips.

"Yep. In fact the credit card is paper clipped on this letter," Cleft answered, pulling out a Dimmsdale National credit card.

"Well," A.J. began, "I think it's best we watch what we eat now. After all, we must be in good shape in order to…" However, A.J.'s speech was interrupted by Muncher Lad, who a snatched the card from Cleft's grasp and immediately headed for a phone hanging in a kitchen.

"Who's up for pizza?" he asked, picking up the phone.

"Oh, make mine a double cheese!" Cleft said excitedly.

A.J. watched this with apathy on his face before letting out a sigh. "Fine, get me a pepperoni."

* * *

In the room right next to the three young heroes, the girls were settling into their room as well. Wonder Gal and Ice Princess had decorated their parts of the bedroom with make up, fashion magazines, and the occasional poster, but Fatale had simply hung her clothes in the closet and then flopped down on her bed.

"Hey, why aren't you decorating your part of the room?" Wonder Gal asked, finally noticing how quiet she had been.

"I don't have anything to decorate it with," Fatale answered sadly, her face still. "I don't have much more than those clothes in the closet." Wonder Gal looked in the closet and saw that every outfit there looked like a 50s schoolgirl outfit.

"Well then, we simply must take you shopping."

Fatale looked up from her pillow. "But I don't have any money."

"Oh, but I do," Wonder Gal said, pulling out a stack of credit cards and holding them like they were a poker hand.

"Oh, well, I'm flattered, but I couldn't ask you to buy stuff for me."

"Don't worry about it. First off, my family's rich, so it's just a drop in the bucket. Secondly, we are going to be training together, so it's probably a good idea that we get to know each other. And besides, we have to go pick up food for our fridge. I don't want to order out."

"Well…okay, let me get dressed," Fatale said as she got up and ran to her closet.

"Hey, Princess!" Wonder Gal called out to her other roommate, "Come on! We're going shopping!" Seconds later Princess was standing in the bedroom's doorway.

"Why didn't you say so?" she asked excitedly as she ran to her closet with equal speed to get her civilian clothes.

Fatale slipped a gray schoolgirl uniform over her crime-fighting outfit, with her gloves removed and her sleeves rolled up in order to hide them under her normal clothes. She swapped her costume glasses for a different shaped pair to further hide her identity. Finally, she slipped a pair of fake, normal looking teeth over her real set of sharp ones. Femme Fatale had now become Tootie Strong.

Ice Princess removed her mask, revealing her blue eyes. She wore a white and pink cheerleader outfit from the elementary school she and Wonder Gal had attended before they came to the age they would be allowed to attend a superhero academy. She wore matching pink boots. She was now Veronica Delise.

Wonder Gal was the last to get ready. She had replaced her tiara with a purple headband, but kept the tiara in her purse, just in case. She wore a pink shirt and a white skirt with go-go boots. She was now Trixie Tang.

"Come on, girls, let's get shopping," Trixie said as she led the other girls out the door.

* * *

"…ninety-six…ninety-seven…ninety-eight…ninety-nine…one hundred!" Sonic declared as he completed his afternoon round of push-ups. "Good, now for my afternoon sit-ups!" He immediately rolled onto his back and began doing sit-ups.

Sparky had his own schedule of training, which didn't start till later that day. So to whittle away the time, he had plopped down on his dorm's couch and was watching TV. Or, at least, watching three seconds of every channel as he continued pressing the remotes buttons.

"Walnuts…The Futurellies…Carpet Crawlers…Johnny Hunt…Pre-Adolescent Genetically Altered Karate Cows…Maho Mushi…man, there's nothing good on today," he complained, turning the TV off and then tossing the remote to the other side of the couch.

"Well then," Sonic said, "why don't you do some training then? That's what I do when I'm bored." Sparky looked at him like he was from Mars.

"I take it your parents trained you hard before you entered the Academy."

"At least my stepfather did," Sonic replied. "After all, he is Sargent Strength."

At that last statement, Sparky's eyes bulged in surprise. "Woah, you mean the Sargent Strength? Besides The Crimson Chin, Mega Mom, and Dyno Dad, he's the most accomplished superhero ever!"

"Yep," Sonic said proudly. "He started dating my mom when the Nega-Chin was still at large, about three years ago. A year later they decided to get married, but their plans were put on hold because the heroes were planning the ultimate assault on the Nega-Chin."

"You mean that fight Cleft was talking about at lunch today?"

"Yeah. Anyway, my mom, Sonic Siren, got seriously injured in that fight. Thankfully, Music Master's magic really sped up the healing process. A month later, they were married, and my new dad put me on a training schedule."

Sparky opened his mouth to ask what happened to his first dad, but realized it was a pretty personal question to ask someone he just met this morning. So he decided to continue the conversation on his training. "I guess it was pretty rough, wasn't it?"

"Yeah, but not as rough as my stepbrother's was. He's Sargent Strength Jr., and whenever he came home from the Academy my dad always put him through an intense workout, to make sure the school wasn't going soft on him."

"What Academy does he go to?"

"He went to this one, but he graduated just last year. He managed to get in the exclusive class, and he graduated in the top ten percent of his class. I'm hoping to do that, too."

"That's a big goal," Sparky commented.

At Sparky's statement, the smile faded from his face. "Yeah, I know. But my step-dad always said that all superheroes have the potential to be as great as the Crimson Chin. Even powerless heroes like Catman have become great. The only reason they don't is that they're too lazy. So I want to work hard to live up to that statement. Your lucky you don't have so much pressure."

Now Sparky's smile was gone. "Actually, I wish I had. My parents are good superheroes, but they've never done anything to make them really stand out. I'm hoping to do really great things to give my family a good name."

"You know, my step-dad always says that we should do this because it's the right thing to do, not because it might make us famous."

"Yeah, I know. Still, it would be nice to be known for something."

"Well, step one is training. Maybe you should do some training with me."

"I already have a training schedule, but alright," he said. "What do we do?"

* * *

Cleft, Professor A.J., and Matter Muncher Lad sat in front of a flickering glowing screen, staring at the flashing images with such intensity that one might think they were doing something delicate, like brain surgery or rocket science. Despite how still their bodies were, their fingers were moving at high speeds, constantly pressing buttons on the devices beneath them. Finally, the intense concentration ended when a bright explosion filled the screen, producing two different reactions.

"No!" shouted Cleft and Muncher Lad.

"Yes!" exclaimed A.J. "The Professor has one the game and the last slice of pizza." He grabbed the final slice of pizza from the box and cramming it into his mouth.

"Man, you were always one step ahead of us," Muncher Lad complained. "Did you read our minds or something?"

"While I could read you mind, I don't."

"Why?" Muncher Lad asked.

"Because it's dangerous. Reading minds isn't as easy as it seems. If I do it incorrectly, I could cause serious brain damage to whoever I was doing it to."

"Whoa. That's bad," Cleft commented, then decided to change the subject. "So, now what do you guys want to do?"

"Let's go to the mall," Muncher Lad said excitedly. "I hear they have a gigantic food court." This earned him stares from his roommates.

"You just ate an extra large pizza five minutes ago," Cleft reminded him.

"Hello! I'm Matter Muncher Lad! You have to have an extra large stomach if you have a power like mine."

A.J. just rolled his eyes. "Still, the mall is a good idea. We can hang out for a while before curfew.

The three rushed into the bedroom and grabbed their civilian clothes. Or at least, Cleft and Muncher Lad did. A.J. simply grabbed a watch on his dresser and slipped in on. Then he pressed a few buttons, and the watch projected a holographic image over him. His highly mutated brain was now gone, and he looked every bit like a normal kid. He wore a blue sweater vest with a white T-shirt and beige pants. Then he pressed a few buttons on his hover chair and it began to change shape. It now looked like a normal electric wheelchair.

Muncher Lad removed his hood, revealing messy blonde hair. He placed a black shirt over his costume and them a plaid green coat over it, along with blue jeans and tennis shoes. Muncher Lad was now Chester McBadbat.

Cleft removed his mask and gloves and stuck them in his pocket and rolled up his sleeves before slipping on his civilian clothes. He wore normal blue jeans, but the shirt he wore was surprising. It was pink. This earned him even more intense stares than Muncher Lad had gotten. "What?" he asked.

"…Why are you wearing pink?" A,J. asked at last.

"I'm a tad bit eccentric," he said simply. He then took his red cap off and turned it inside out. It was now pink. He slipped it on. "Let's go," he said, then walked out the door. His roommates, still shocked of his fashion choice, followed.

* * *

"…9,998…9,999…10,000!" Sparky exclaimed as he let go of the chin up bar he was using, fell to the ground, and tried desperately to catch his breath.

"I did that when I first finished the exercise, too," Sonic commented.

Sparky felt his lungs burning as he forced out a sentence. "Can…we…take…a…break?" he asked.

"Yeah, we better. We don't want to overdo the first day." As he said that last sentence, Sparky crawled across the floor, grabbed the water bottle Sonic gave him, and downed half its contents in mere seconds. ""Besides, we need to get to the mall."

Sparky became confused. "Why?"

"To get you your own training equipment. It would be better if we didn't have to share, and the school's equipment is always being used by someone else..."

"I…don't have…a lot of…money."

"Relax. My dad gave me a credit card to buy training equipment with. He says that as long as I don't buy anything for myself, cost is no exception."

"And you're sure…he wouldn't mind you…spending it to get me stuff?"

"He always said that every hero should have a good set of equipment. Some come on, let's slip or civilian clothes on and go."

It took them only minutes to slip on their clothes. Sonic removed his gloves and mask, which he stowed away in one of his uniform's pockets, then rolled up his sleeves before slipping on a plaid orange shirt and brown pants. He also wore fake glasses to hide his secret identity. He was now Sanjay Baker.

Sparky too removed his gloves and mask and rolled up his sleeves as well before slipping on his civilian clothes. He now wore a brown sweater vest over a white suit with tan pants. He, too, wore glasses while in civilian clothing. He was now Elmer Bradley.

"Great, now let's get going!" Sanjay said as he and Elmer ran from the room. For the nth time that day, they failed to notice a fly walking on the wall.

* * *

The figure at the control panel smiled. This was perfect. All eight students were heading for the same place. He quickly fished a cell phone from his pocket and dialed the boss' number. A few seconds later, his employer was on the other end.

"Hello boss, the students are all heading to Dimmsdale mall. Should I put your plan into action?" A second later he got his answer. Smiling even broader, he hung up and watched his screen for a few minutes. Soon his cameras were showing images of the students shopping, hanging out, and having a good time. Finally he dialed another number on his cell phone, waited for an answer, then spoke.

"It's time."

* * *

"You really didn't have to buy me all this," Tootie commented as she struggled to hold up the large amount of shopping bags filled with designer clothes Trixie and Veronica had thought looked the best on her.

"Trust me, it's the least I can do for someone I'm gonna be training with," Trixie said as she lifted her own bags filled with clothes. "Besides, shopping is one of my favorite hobbies."

"By the way," Veronica said, "what were you going into that glasses store for?" The trio had just reach a table at the food court and had a chance to set down their bags, so Tootie could pull out a glasses case.

"Prescription sunglasses," she said as she opened the case. The sunglasses inside had an arch shape to them, and the ends were shaped in points to go along with her costume. "They're for my costume."

"If you wear sunglasses with your costume, then why were you wearing regular glasses in class today?" Trixie asked.

"Unfortunately, my regular pair broke yesterday, so I had to order this new pair," she explained as she closed the case and slipped it in her pocket. "Now let's got get something to eat. I'm starving."

The others agreed. They were about to get up and get something from one of the many restaurants when suddenly a loud sound interrupted them. The entire mall filled with the sound of a wall being smashed in.

The three girls turned their heads at the source of the sound. They saw a gray blur speeding through the many tabled of the food court, damaging anything or anyone that was unfortunate enough to get caught in its path. When it finally stopped, it was clear it was no human. The creature looked like a gray bull, only it stood up on its hind legs and had hands very much like a human's. It also wore clothes like a human, more specifically a black shirt with a white E etched on it under a gray vest, blue jeans with a chain hanging from them, and tennis shoes shaped like hoofs.

"Aargh!" it cried. "Bull-E must destroy puny mall!"

By now, most of the mall had managed to get the heck out of there, but the three heroines in disguised had decided to wait until the civilians were safe. After all, in-training or not, they were still heroes, and they had to put the lives of others before themselves. "Alright, the others are safe, now let's get out of here!" Trixie shouted. But before they could get anywhere, Bull-E jumped in front of them.

"The Bull-E thinks that pretty little lady is going nowhere," he said sadistically. "The Bull-E will break you!"

* * *

An explosion had interrupted the Crimson Chin's work. A few seconds ago he was working out a lesson plan for his students, now he was racing down the halls of the Academy at full speed toward the source of the explosion. When he got there, he found that several members of the staff had already gathered there. Super Principle was there, along with Catman, the vice-principal, Music Master, the high-level teacher of the normal classes, The Teaching Titan, a teacher, Power Flower, an ex-hippie teacher, and the Hanker-Chief, another teacher. What's more, a huge hole had been blasted into the wall of the building.

"Ahh, if it isn't the Crimson Chin," a voice from the hole. When the smoke from the explosion cleared, they saw a single figure. It was a man dressed in a bronze robotic suit with a dome shaped hood. The Chin instantly recognized him.

"The Bronze Kneecap? How foolish of you to attack the Academy by yourself!"

"Oh, but I'm not alone, Crimson Chin," the Kneecap said smugly. "I've brought some old friends of yours with me. Allow me to introduce, The Iron Lung!"

Another explosion created another hole in the wall. When it cleared, the mechanical air-blower known as the Iron Lung stood in the opening.

"…The Copper Cranium!"

Another explosion produced the same results. In this hole stood a short man dressed in an outfit that resembled a penny with a C in the middle. And on top of his head sat a gigantic copper skull. "Time to head-butt some buttheads," he taunted.

"…The Gilded Arches!"

Another explosion, another hole. This one had a man that looked like a child from the waist up. However, his legs were six feet long and covered in golden armor. He wore a white disco suit, gold medallions, and his hair was piled up in an afro. "Whoa, baby, you squares are going down!"

"…The Brass Knuckles!"

The same pattern repeated. A man now stood decked out in brass armor, including a hood covering his face. True to his name, on each fist he was wearing brass knuckles. "Time to bash and smash!"

"…The Titanium Toenail!"

Once again an explosion occurred. This time it was a short man dressed up in titanium armor that resembled a gigantic toe with a T on it. On the toenail part was what appered to be a set of nail clippers. "I'm gonna clip you up!"

"…and finally, The Golden Gut!"

The final explosion revealed a gold plated fat man. He said nothing, just shot out an attack. His gut shot out from his body, connected by a rod, a short ways and then retracted back.

The seven villains stood three to each side of Kneecap, battle ready. "And together we are…The Body Evil!" Kneecap declared to the surprised heroes.

"Great Scott! It seems all my body and metal themed enemies have banded together in hopes to destroy us!" The Chin declared.

"Well, obviously," Kneecap commented. "Now then, Body of Evil, ATTACK!" he screamed as the seven villain advanced on the staff.

* * *

The Bull-E smiled, pulled his fist back, and hurled in at Trixie, only to have his capture swept away just seconds before he his. "Huh, what the?" he asked confused.

Trixie, who had closed her eyes and braced for impact, wondered why the impact never came. "You alright?" a voice said. She opened her eyes to see that Cleft was holding her in his arms, which caused her to blush. He quickly jumped down from the upper floor to the lower one and set her down. "You better get out of here," he said.

"Cleft, it's me," Trixie said, taking her tiara out of her purse, which she barley managed to hold on to, and put it on.

"Wonder Gal? Why was that guy attacking you?"

"He was just picking a fight. I think we better get out of here and let the adults handle it."

"Too late for that. You see, when that guy attacked, we saw you three in trouble and decided to help. The plan was that A.J., Muncher Lad, Sonic, and Sparky would hold that freak off till we could save you and those other two. I'm assuming they're Princess and Fatale." Seeing Wonder Gal nod, he continued. "But I think we just made him mad, he's not gonna stop trying to kill us. We have to fight."

"I guess your right," Trixie said. "Could you go and keep fighting while I slip out of my civilian clothes?"

"Sure," Cleft answered, then ran up the stopped escalator to face his dim-witted opponent. He saw Fatale and Princess were already in their outfits, with Fatale wearing a pair of sunglasses as a new addition.

"Well, well, well, now there's another puny kid," the hybrid commented. Cleft's eyes narrowed inside his mask. Seconds later, Wonder Gal jumped up and landed beside him. "And a pretty little girl to. That's two more skulls for the Bull-E to crack," he smiled.

"Bull-E? What's the E stand for?" Cleft asked.

Bull-E smiled. "It's the second letter in death. And the third in die." With that, he charged at his opponents.


	5. Beginnings: Melee

A/N: Enjoy chapter 5!

Disclaimer: I don't own the Fairly Oddparents.

* * *

The Bull-E was certain than his first charge would end the lives of the two puny heroes standing in front of him. Why wouldn't it? He was strong. Eight little kids would be no match for him. But, much to his surprise, Wonder Gal easily dodged due to her speed and Cleft performed an impressive jump right over him. Bull-E skidded to a halt, leaving marks on the floor before turning around just in time to be punched in the chest by Wonder Gal's fist.

For those of you who have forgotten, Wonder Gal is capable of lifting two tons. So it's pretty safe to say she's strong. Despite this, after punching Bull-E at full force, Wonder Gal immediately pulled back he hand and began to shake it in pain. Which is not to say that Bull-E wasn't hurt. He stumbled back and clutched his chest. Then he looked at Wonder Gal and growled. "You hit Bull-E!" he roared, then threw a punch of his own. Fortunately, Wonder Gal dodged it, and it struck the floor, leaving a mini crater where it hit.

Cleft was the next to attack. He activated his utility cleft and three chin-a-rangs went flying at the bull hybrid. Since these were made of the same incredibly tough material as his bo staff it did. The Bull-E lifted his arms to block the attack, and the three projectiles struck him on his upper arm. They left very light cuts on the creatures skin. "Bull-E now very angry!" it yelled, and then, with both fists, struck the ground with enough force to cause a mini earthquake, knocking both Cleft and Wonder Gal off their feet.

Just as Bull-E was coming in for another attack, he was suddenly shocked, courtesy of Sparky. The attack lasted five seconds, and when it stopped Bull-E had singed fur and a maniacal twitch in his eye. "You barley hurt Bull-E! Now Bull-E will hurt you!" Bull-E began another charge, but Sonic Youth stepped in front of Sparky and unleashed another wail. Unlike the scream he used on Sparky, this yell was at full blast, enough to sent a normal flying. But Bull-E was anything but normal. While he still covered his ears in an attempt to block out the high-pitched wail, the force didn't cause him to even stumble back. After twenty seconds, the scream stopped.

Bull-E recovered in time to see Fatale slash him in the face. The attack gave Bull-E a deeper cut than Cleft's chin-a-rangs did, but it still only infuriated the bulking mass of muscle. "AARGH! BULL-E NOW SUPER MAD AT GEEKY GIRL! BULL-E WILL DESTROY!" Before Bull-E could shout anymore, a beam of ice struck him. In a matter of moments, Bull-E was encased in a block of ice.

"Let's see you get out of that!" Ice Princess taunted.

Unfortunately, Bull-E obliged and broke out of the ice, sending shards of frozen water everywhere. But the hybrid's newfound freedom was quickly greeted by another attack. Muncher Lad had downed one of the food court's tables and was now spitting out pieces of it as projectiles. The pieces bounced off the mutants skin. "Ha ha! Bull-E laughs at pathetic attack," he stated. He charged, then stopped. This was because A.J. was lifting him off the ground with his mind. Although, with a mass as big as Bull-E's, He couldn't keep him up for long. In a matter of seconds, he was back on the ground. "Ha! None of your pathetic powers can stop me!" the mutant boasted as he prepared another attack.

* * *

Meanwhile, the Crimson Chin was grappling with his long time nemesis, the Bronze Kneecap. While the Chin possessed superhuman strength, Kneecap's suit not only provided him with many weapons, but was also connected directly into his nervous system, which enhanced his strength and reflexes. After a few seconds of grappling, Kneecap surprised his opponent by shifting his weight and sending him to the ground.

While the Chin was recovering, Kneecap got on one knee and a small hatch opened on his other knee. Seconds later, a mini-missile fired out from it. The Chin had just barley got back on his feet when the explosive hit him in the back. The Chin went flying into the wall, crumbling it. Kneecap ran to where the Chin had landed, hoping to hit him more while he was down. However, the Chin flew out of the rubble and whacked his opponent on the side of his head with a swing of his massive chin.

Kneecap was knocked to the ground, but his suit allowed him to recover quickly. The Chin rushed in to attack him, but Kneecap was able to dodge the flurry of punches by jumping out of the hero's range. The Chin prepared another attack, expecting the Kneecap to block. He didn't. He simply smirked and opened the compartments located on both knees. And from those two compartments came a pair of handguns being held out by small mechanical hands.

The Chin normally didn't worry when someone pointed a gun at him. After all, only a few superheroes were more impervious to damage than him. But the Chin new that, like most of the Kneecap's weapons, the bullets in that gun were made of a material that the villain had synthesized himself. The substance was made specifically to destroy him, so it was dubbed chintanite.

Kneecap removed the guns from their metal appendages and pointed them at the Chin. Smirking, he pulled the triggers.

The Chin was quick enough to avoid most of the bullets. However, a single bullet caught him in the arm, and the damage it did only proved his theory. Defiantly chintanite. His arm was going numb as the substance went to work and neutralized the Chin's powers. Fortunately, it was limited to just his right arm. But the Kneecap had plenty of ammo, and was ready to use it.

* * *

Meanwhile, the principle was currently fighting the mechanical monstrosity known as the Iron Lung. Unlike most of the Chin's body and metal themed enemies, the Lung was purely metal. He was a robot of unknown origin who had air powers and a cold calculating mind. No thought of sympathy ever entered his mind, making him very dangerous.

The Lung was currently unleashing a blow with the power of a hurricane. Super Principle was blown back, but managed to dig her claws into one of the lockers in the hallway before she was blown away. When the Lung stopped to inhale, Principle quickly, with all the speed and reflexes her cat persona suggested, leapt towards the Lung and slashed him with her claws.

Principle had enough experience fighting to know exactly how to scratch her opponent and still do damage. The Lung's super-reinforced body was cut. It was a small cut, but still enough to phase the Lung long enough to perform another cut. This one was bigger, but still not deep enough to damage any of its internal circuitry.

The Lung, now angry, gave his opponent a punch in the jaw. It was enough to knock Principal to the ground. The Lung then brought his foot up and stomped on her stomach, effectively knocking the wind out of her. The mechanical monstrosity continued stomping on Principle until she finally managed to roll out from under the Lung's foot. She then gave a very hard slash at the Lung's left knee. This attack managed to leave pretty deep claw marks, causing Lung to fall back a little.

Principal immediately jumped to her feet. She then unleashed a series of slashes at Lung so rapid he couldn't react. It was a good ten seconds before Lung managed to land another punch. This caused Principal to go skidding across the hall. The Lung then examined his torso. He has received many cuts, but nothing that could seriously damage him.

He looked up at his opponent, who was just recovering. He sucked in another body full of air, then blew out another gust of wind. This one managed to blow Principal right into the wall. The wall caved in on impact, which meant Principal landed in another room. It was a classroom, one for the regular students.

Principal got up in time to see Lung come in, as persistent as ever. Super Principal got up and prepared for another attack.

* * *

"Surrender, fiend!" Catman declared as he readied his cat boomerang. "Your evil doing ends hear!"

The Gilded Arches, however, was not impressed. "Whoa, pops. You are such an incredible square," he said. "Looks like I'm gonna have to bust a move on your face!"

The Gilded Arches was once a very successful child movie star. But when he turned thirteen, something horrible happened. He hit puberty, which is enough to destroy many child actor's career. But it was worse than that. His legs were the only things that experienced a growth spurt, and they grew to the length of six feet. His voice was the only other thing that changed as he grew.

It became apparent that his career was over. When the theaters finally stopped showing his movies, he snapped. He dressed and talked like it was still the time of his popularity, the Seventies. Twenty years later he, from an unknown source, acquired his leg armor, then went on a rampage as Gilded Arches

Arches lifted one of his legs off the ground and swung it at Catman with incredible force. With an incredible leap, Catman dodged it, then threw his boomerang at him. It hit the washed up child actor in the chest, knocking him back. He flew through the double doors into the school gym. Catman followed after him. By the time he entered, the villain was back on his feet.

"Whoa, baby, your seriously throwing off my groove," Arches said. He then took a flying leap into the air. He came down almost on top of Catman. The attack missed because the hero managed to move out of the way of Arches' gigantic feet. Arches left nothing but two foot-shaped craters in the gym floor.

Immediately after landing, Arches swung another kick at Catman. This one connected, and sent him flying into the stands surrounding the room. Catman got up, feeling dizzy, in time to see Arches leap up into the air and come right at him. He managed to roll out of the way before being hit, but the attack broke apart the stands. Catman jumped down to the floor before they collapsed. But then was suddenly blanketed by a shadow.

This time, he didn't make it out of the way. Two feet, exactly ten feet long, slammed into him, sending him to the ground and crushing him. The feet lifted up and slammed on him again. And again. Finally, Arches gave him another kick, and he flew to the other side of the gym, hitting the wall.

He struggled to his feet, his body sore and his head throbbing. He saw Arches, who was smiling evilly.

"I can bust a move, and I can bust you," he said before leaping again.

In twenty-five years of crime fighting, Catman had endured worse beatings than the one Arches had done him, so he was able to dodge. He pulled out his grappling hook and fired it at his opponent's legs. The device wrapped itself around the villain's gold-plated legs. He then gave a hard pull on the grapple, sending Arches falling into the ground.

"Nay, villain, for I have defeated you!" Catman exclaimed.

However, Arches rolled back and leapt up, breaking off his binds in the process. "That's what you think, pops, this party's just getting started!"

* * *

A copper skull flew past Music Master. The music themed hero had just barley managed to dodge the projectile. The skull then retracted back to its owner, The Copper Cranium. Undaunted, Cranium fired again, and Music dodged this attack as well. The skull hit the wall behind him, causing it to crumble into debris.

"Hold still, so I can cream you!" Cranium wailed, as he launched another attack. This one Music jumped over.

"Sorry, but I'm going to have to decline," Music said as he played a chord on his guitar, sending a wave of musical energy at Cranium. The short villain was hit by the attack, which sent him into the wall behind him. Unfortunately, his armor allowed him to feel only a small portion of the attack.

The villain quickly got to his feet and fired his skull again. It missed. He fired several more times. They missed as well. That's because Music was dodging the attacks. And every time he did, he looked like he was dancing to one of his songs.

"Come on, you can to better than that," Music said as he twirled around and then struck a pose.

Suddenly, the frustrated look on Cranium's face turned into a malicious smile. He lifted his head up and fired his skull. It hit the ceiling, causing it to crumble.

"Wow," said Music, "You have really bad…"

At that point, Music suddenly realized an important detail about the action his opponent had just performed: This was the first floor of the Academy. That meant that whatever was sitting on the floor directly above him was now going to come crashing down directly on top of him.

Unfortunately, half a second later a desk fell right on top of him. Normally, he could handle it, but the impact caught him off guard and sent him to the ground.

Cranium was happy. His plan may have depended on luck, but it still worked. He lowered his head and fired his skull at the temporarily stunned hero. The huge projectile hit Music and pushed him back into the wall. Music heard three sickening cracks as he felt his ribs snap.

Music lay on the ground moaning. He felt great pain in his chest and head. Cranium stood above him, smirking. "Well, for all the talk about you being a great hero, I sure beat you easy," he said. Through all his confidence, he failed to notice Music reaching down to his guitar and plucking one of the strings.

With that one note played, a wave of blue energy washed over Music. When it faded, he got up as if he wasn't harmed at all, much to Cranium's surprise.

Now it was Music's turn to smile. "Sorry, but my magic can heal me in a flash," he said, then he played another chord. The musical energy hit Cranium, sending him back. However, he quickly recovered.

"Well then, let's see what you're really made of!" Cranium said as he fired his skull once more.

* * *

The Bull-E was proving to be a tough foe. So far none of the attacks the kids could perform succeeded in penetrating his thick skin. Which meant that they would have to use more strategic methods.

The Bull-E began another charge, but it was halted abruptly by the use of A.J.'s mind powers. He was only able to keep the mutant villain in the air for a few seconds, but it was all the kids needed. As soon as Bull-E's feet touched the ground, he was hit by the combined force of the kids projectiles. Cleft's chin-a-rangs, Sparky's lightning, Sonic's high pitched wail, Princess' icicles, bits of a chewed up bench (courtesy of Muncher Lad, of course), and A.J.'s mind blast, once he recovered.

The barrage lasted twenty seconds. When it ended, the heroes saw Bull-E standing there, breathing heavily. He shirt was now ripped, and he has several scratches all over his body. He looked tired, but still as angry as ever.

"AAAAARGGGH! BULL-E IS VERY ANGRY! BULL-E WILL POUND ALL OF YOU INTO A PULP!" With that statement shouted to the heavens, Bull-E charged at an even faster speed than before, right toward the kids. The kids managed to move out of the way of this attack, then the fight escalated.

As Bull-E skidded to a halt, Wonder Gal came in and delivered a series of punches to his gut, temporarily ignoring her damaged hand. Bull-E angrily threw a punch at her, which she dodged. The bull creature then attempted to crush her by slamming both of her fists into the ground, leaving a small crater where he had hit.

Fatale rushed in from behind the villain and gave him and sunk her claws into his back. Bull-E roared in pain and grabbed her off his back. He then chucked across the food court and into a hamburger stand.

Ice Princess shot out a barrage of icicles, which Bull-E knocked out of the air with a single swing of his arm. At the same time, however, a chin-a-rang flew in and struck him on the side of the head. Temporarily shocked, Wonder Gal came in and delivered a few more punches.

Unfortunately, this time the Bull-E recovered quickly enough to deliver a punch to her face. Wonder Gal flew strait into one of the few still intact tables. Bull-E then began a charge at Cleft, who had thrown the chin-a-rang.

Cleft pulled out his bo staff and prepared to defend himself from the super strong villain. As Bull-E came in range, he dodged out of the way of his attack, then swung his bo staff at his neck. The attack was enough to cause pain to the teen mutant. As he screamed in pain, Sparky rushed in at him and jumped on his back. The human conductor then placed his hand on Bull-E's back and unleashed a full electric attack into him.

The electrocution caused Bull-E to thrash around wildly. After about five seconds, he managed to grab Sparky and throw him across the room. Immediately afterward, Cleft jumped at him, staff ready, hoping to land another attack. Instead, Bull-E grabbed him out of the air and slammed him into the ground. Cleft's body armor absorbed most of the impact, but it still caused him a great deal of pain.

Bull-E would have continued his assault further if not for Sonic, who ran right next to him and unleashed another scream. This one caught him off guard and, combined with the close range of the attack, caused him to release his grip on Cleft and stumble back. However, he quickly regained his composure and began to resist the attack. Finally, he reached out and grabbed Sonic by the throat, which abruptly brought an end to his attack.

Bull-E began to choke Sonic, and probably would have broke his neck if it hadn't been for a blue energy beam that hit the attacker in the arm. Screaming in pain, Bull-E dropped his captive and glared in the direction of the attack. A.J. was the source of the attack, and fired another beam of mind energy.

Bull-E managed to brace endure the attack, and began to charge at the young genius. However, before he could get far, he floated upward, revealing Princess standing behind him. She smiled before lifting her hand up and firing a blast of ice. But it wasn't aimed at the attacker, but the ground he was running on. In seconds, the ground became slick with ice. Bull-E skidded out of control and crashed into a pile of debris.

Instantly the food court became filled with attacks. Every hero with a projectile was focusing his or her attacks on the villain. Ice, electricity, chin-a-rangs, sound waves, mind blasts, and several pieces of debris were all concentrated on the temporarily stunned monster. Finally, the attacks stopped.

A.J. cautiously approached the pile of debris, looking to see if Bull-E was truly knocked out. He stood above the rubble for a few seconds before concluding the Bull-E was defeated.

Wrong.

Because seconds after reaching that conclusion, Bull-E burst out of the rubble, looking very ticked off. A.J. quickly put up a force field, which was good, because seconds later he was assaulted by three punches. The third punch shattered the shield, sending A.J. reeling back and into another pillar. His chair broke apart, and he crashed into the floor. Even with the Nanobots fused into the chair, it would be a few minutes before the chair was fixed.

"THE BULL-E IS SUPER ANGRY! THE BULL-E WILL CRUSH ALL PATHETIC WEAKLINGS! BULL-E WILL WIN!"

Wonder Gal and Cleft watched this, then turned to each other.

"Got any ideas?" Wonder Gal asked.

After thinking for a second, Cleft answered "Yeah, but we'll have to act fast."

* * *

Back at the Academy, the fights were still in full swing. Currently, The Titanium Toenail was facing off against another teacher at the Academy known as The Teaching Titan. Titan's powers were similar to A.J.'s, in the fact that she had super intelligence. The difference was that her mind powers were limited to levitation and telepathic communication, and she couldn't do things like read minds or project force fields. She made up for this by having very good reflexes. The teaching theme came from the fact that her super intelligence made her an obvious candidate for teaching. In fact, she had taught at the Academy for fifteen years. She wore a red outfit with blue gloves and boots, as well as a blue belt and cape.

Her fight with Toenail had brought her into one of the classrooms. Toenail activated his toenail launcher, which looked like a titanium toenail clipper on the top of his head, and fired three shots at Titan. Titan levitated herself up into the air to avoid them. She then flew in at Toenail and delivered a punch right to his face. Toenail fell back, and Titan punched him in the face again. This time he fell back onto a desk sitting in the room.

Toenail recovered just in time to jump out of the way of another punch. He landed on top of another desk and fired another round of clippings. Titan managed to dodge most of these, but the final one slashed her in the arm. Fortunately, it didn't get her close enough to cut off her arm, but it still grazed her arm enough to cause a deep cut in her right arm.

The attack caused Titan a good deal of pain, but like most heroes she'd been trained to resist pain in the heat of battle. Which was very fortunate, because Toenail fired another round, which was very capable of severing a few limbs. She managed to get out of the way of the attack. The clippings impaled a chalkboard behind her.

Titan was about to fly in and punch her opponent again when she realized he was standing on a desk. Smiling, she levitated not herself, but the desk Toenail was standing on. Surprised, the villain failed to get off before the desk smashed itself on the ceiling, squashing Toenail in the process.

For ten seconds, Titan held the desk against the ceiling. Then, two clippings came through it, splitting it in half. Toenail landed on the ground, then quickly fired another round, which had Titan running out of the way.

After Toenail paused his attacks, Titan saw her opening and attacked. She levitated a few desks and threw them at Toenail at full speed. The desks, however, never reached him, as a few more clippings sliced through them like a hot knife through butter. However, as he sliced those desks, Titan levitated another desk behind him and smashed it into the back of his head.

The attack caused Toenail to fall flat on his face, and Titan once again wasted no time in attack. She levitated a few more desks and slammed them down of the villain. After getting seven desks down on him, Toenail finally managed to get out of the way. His suit was damaged a bit, but he still looked ready to fight.

* * *

Power Flower was the last person you'd expect to become a superhero. It wasn't that he had any evil tendencies. Quite the opposite, in fact. He was a hippie before he got his powers, and still acted like one. He had previously shown disregard for any authority figure, heroes included, and hated violence of any kind.

So why did he become a hero? When he got his powers, he decided to choose the lesser of two evils and not become a bloodthirsty psychopath or a magnanimous supervillain. So he began saving lives and helping people and eventually became a teacher at the Academy.

Power Flower's abilities came to him through means he refused to discuss, but I didn't matter, he was pretty powerful. He could summon and shoot energy from his eyes or hands as well as create shields. The energy always was colored tie-die, which gave it a really weird look.

Now he was facing off against The Brass Knuckles, a former boxer who decided that the ring didn't pay enough, so he had begun robbing banks under his supervillain name. Later, he had he suit upgraded to make him stronger and faster, so he was more dangerous than ever.

The two opponents had fought so viciously that their fight had led them into one of the locker rooms of the Academy. It was already considerably banged up from combat, but neither of them had noticed.

Knuckles ran in to punch PF, but the ex-hippie dodged out of the way, causing him to dent a locker. Knuckles angrily tried to punch him again, but PF summoned his rainbow colored energy, which formed a shield in front of him. The attacker fist didn't even dent it.

After Knuckles punched at the shield two more times, PF lowered his shield and fired a rainbow-colored blast out of his palm. The attack hit Knuckles in the chest, sending him into another set of lockers. PF fired another one, but this time Knuckles jumped out of the way. He ran in and punched PF right in the face.

The attack took its toll, knocking PF clear across the room and through a wall, causing him to land in a hallway. Knuckles was quick to follow, punching an even bigger hole into the wall to walk through. As PF was getting back on his feet, Knuckles punched him again, causing him to hit the wall behind him.

Knuckles tried punching again, but PF quickly dropped to the ground, causing Knuckles' fist to smash into the wall and stuck there. As he tried to pull it out, FP rose to his feet and blasted another blast. It freed Knuckles from the wall, but still put him in a great deal of pain.

As Knuckles skidded to the floor, PF fired another shot, hitting the villain again and sending him further down the hall. PF shot a third blast, but this one Knuckles recovered quickly enough to dodge. Knuckles then grabbed a fire extinguisher off the wall and threw it at his opponent. PF destroyed it with an energy blast.

Which turned out to be a mistake, because the result was the extinguisher exploding, which was enough of a distraction for Knuckles to rush in to punching distance. He began punching his opponent. PF activated his energy around his hands and began punching as well.

For the next several minutes, the two fighters traded jabs. The whole thing was looking like a stalemate, because neither landed any punches. Finally, PF managed to rush in and hit Knuckles right in the face.

Knuckles flew back and hit a brick wall. He hit it so hard that it broke open. Knuckles landed on the other side, seemingly knocked out. However, when PF went to inspect the fallen fighter, he jumped up and punched PF again. The teacher went flying into a wall. When he recovered, he saw Kneecap was already in front of him. Knuckles swung his fist, but PF managed to recover fast enough to summon a shield. He then summoned energy around his hands and began fighting once more.

* * *

The final battle between hero and villain that was happening in the academy was between the Hanker-Chief and The Golden Gut. Like The Iron Lung, the Golden Gut was a robot from an unknown source, built for unknown reasons.

His opponent, the Hanker-Chief, was a man who controlled magical handkerchiefs, similar to those used in magic acts except they were actually magic instead. He happened to stumble upon these when he was a drama teacher for a regular school. He had bought a trunk from an antique shop and opened it, only to have several handkerchiefs attach themselves to him. After a bit of practice, he found he could control them and went into the superhero business.

Hanker-Chief stared his opponent down before firing a strand of cloth at him. Golden Gut jumped over the attack. Despite looking like a very fat man, he was very fast. As the magic cloth retracted into the hero's sleeve, the golden machine landed behind Hanker-Chief and struck him with his extendable belly. The hero was knocked forward and into a wall. The Golden Gut struck again, but he dodged, causing the gut to slam into the wall.

Hanker-Chief extended his cloth weapon once again, this time succeeding in wrapping it around his opponent. He then spun around, swinging the villain around in a circle. Finally, he let go, causing Golden Gut to go flying through a wall, crumbling it into debris.

Hanker-Chief ran toward the Gut's landing site, hoping to get in another attack before the robot recovered. However, a gut to the face, which came through the hole in the wall, greeted him. The Gut then burst through the wall, looking dented but still as functional as ever.

Hanker-Chief recovered, then fired two strands of magic cloth, hoping to restrain his enemy again. However, Gut caught both strands in his hands, then fired his extendable stomach. Gut met gut as the attack hit Hanker-Chief in the stomach, causing him to fall on his knees. Because Gut still had a grip on them, the scarves didn't retract, leaving him wide open for another strike from his enemy.

This time, the Gut hit him in the head, and let go of the scarves, causing Hanker-Chief to go crashing to the floor. He was feeling a splitting pain in his forehead, but he refused to let that bother him as he rose to his feet. He was barely able to dodge the Gut's next attack.

Feeling disoriented, Hanker-Chief fired another cloth strand. It was a terrible throw, as it missed its target completely. Gut fired his belly again, but the hero managed to dodge once again.

Now thinking clearly again, Hanker-Chief threw out two strands of cloth. Expecting them to miss again, Gut was caught off guard as the two strands wrapped around him. The strands continued to wrap him until he looked like a Technicolor mummy. Desperate, he fired his gut out, hoping to break the strands binding him.

The attempt failed. The belly slammed back into its owner, causing him to shake around. After that, he stopped moving.

Hanker-Chief unwrapped his opponent, hoping he was disabled. Instead, he was greeted by another attack, this one to his ribs. He was knocked back as Gut finished emerging from his cloth cocoon. He was looking more beat up, but was still ready to fight. Hanker-Chief rose from the floor, and soon the fight was back underway.

* * *

Cleft's plan was all set out. It was relatively simple, as it involved nearly the entire group standing in one spot.

Princess fired a beam of ice, encasing her opponent's torso in a block of ice. Bull-E managed to shatter it with the flex of his muscles, but it served enough of a distraction for Sparky to hit him with a burst of lightning. Sonic followed this up with one of his screams. The two attacks caught Bull-E off guard, knocking him to his feet.

When he got up, he was mad. This was the desired effect, as the kids knew the Bull-E would blindly charge if he were angry enough. They got their wish, as the he ran forward to where the kids stood, the angry look on his face intensified.

"MUNCHER LAD, NOW!" Cleft yelled.

If Bull-E heard that last statement, he was too blinded by rage to care. Which was not a good thing on his part, because if he had been calm enough to comprehend it, he would have also noticed Muncher Lad had tunneled into the floor and was eating away at it in between the heroes and the villain. When Bull-E stepped on the area Muncher Lad had ate through, it broke. It was to weak from Muncher Lad's feast.

Bull-E tumbled down to the first floor. He landed hard, in a way that would probably cause a normal human to break a leg. His landing caused a crater on the ground.

"Princess, you know what to do," Cleft said.

Princess nodded and pointed her palm at the stunned villain. Normally, she would go into deep concentration and fire a beam of ice. However, this time she purposely did a lackluster job, and the ice that came out didn't last long. It became very cold water, which splashed right on Bull-E.

"AAArgh! THE BULL-E HATES BATHS!"

If Bull-E had had more than two functioning brain cells, he might have realized that he had a bigger problem than a bath. Namely, that he was currently drenched in water, and one of his opponents was a living electric generator.

Sparky unleashed an electric blast, which hit Bull-E. Since he was drenched with water, the attack's power was magnified. Add to that Bull-E's already received injuries, the attack finally did the trick. When it stopped, the mutant fell over, out cold.

* * *

The Crimson Chin and The Bronze Kneecap continued to fight. Kneecap still had his chintanite guns ready, firing shot after shot. The Chin was still ready to go, ignoring the pain where he had been shot earlier.

The fight probably would have lasted hours had it not been for a red fleshing light that suddenly went off on Kneecap's wrist. He swore then pulled out a communicator from his costume. "Attention all villains! Abort!" With that, he ran out.

Chin looked confused for a moment, but then followed his enemy. He chased him back to the front of the Academy, where all the other villains had ran to. The other teachers had chased their opponents here as well.

Once all the villains were gathered, Kneecap turned to the Chin. "We'll finish this later," he said. Then he pulled a small capsule out of his costume. When he threw it at the ground, the capsule erupted into a cloud of smoke. When it cleared, the Body of Evil had vanished.

* * *

The cops showed up at the mall seconds after the kids managed to beat Bull-E. The villain had been placed under arrest and was currently being transported to jail via a special vehicle designed to carry super villains. He had since regained consciousness and was trying to think of a way to escape.

Suddenly, the prison van skidded to a stop. Bull-E could hear several sounds from the front. They sounded like someone getting knocked out. Then, the noises stopped.

After a few seconds, the door in the back of the van opened. Bull-E was happy at this development. That is, until a sphere of blue energy surrounded him.

"The boss would like to speak with you," a voice said. And then the Bull-E was gone.

* * *

The kids were now safe inside the Academy. Some of Music Master's spells had sped up the healing process, assuring they'd be able to attend class the next day. They had been allowed anything they wanted for dinner that night as congratulations for a job well done. They ate in the cafeteria that night and made a small party out of it. After all, they were first time heroes who managed to take down a very powerful foe.

Still, amongst all the cheering and celebration, Cleft wore a face of concern. Why did the Bull-E attack the mall? Was he after something? Did he really just want to cause trouble, as the police concluded? Cleft figured he should just drop the subject, but questions continued to fill the back of his mind.

* * *

In an unknown location, the Bull-E was scared. Really scared. That's because the person who hired him was very angry, and it was his experience that whoever angered the boss probably wouldn't live for much longer.

"So," said the shadowed figure, "I give you superior strength, an enjoyable job, and conformable living quarters, and you can't even eliminate eight ten year olds with little to none previous experience?"

"Please…the Bull-E will do better next time…" he stammered.

"You'll be lucky if there is a next time. Against my better judgement, I'll allow you to live for now. In the meantime, I'll be sending in someone a little more competent.


	6. Fatale on Trial: Suspicion

A/N: On this night before Christmas, I now give to thee,  
A present you won't find under the tree

Well, here's a chapter for you. I apologize in advance to all you Tootie fans for what happens to her in this chapter, but it's necessary to continue the story. By the way, _italics _symbolizes a flashback. Well, enjoy, and Happy Holidays.

Disclaimer: I don't own The Fairly Oddparents.

* * *

Fatale opened her eyes. Blackness. That's all that surrounded her. Pitch black, as far as the eye could see. She looked to her right. Darkness. Her left. Darkness. Behind her. 

Something.

That something was two figures. Both were wearing outfits similar to hers. One was a grown man with red hair, a pointy nose, and bags under his eyes. The second was a woman that wore glasses similar to Tootie's with shoulder length black hair. Both were grinning broadly, and waving at her. Fatale recognized both of them instantly.

"Mom...Dad..." she whispered. She began to move toward them.

Suddenly, a pair of clawed arms reached out of the void and grabbed the two adults from behind. The two instantly changed their expressions from joy to fear. The clawed hands yanked them back and into the void.

"MOM, DAD!" Fatale shouted, and began to run forward. But then she heard it. A noise. Behind her.

She turned around...and was greeted with a terrifying sight. A pair of glowing red eyes. A set of razor sharp teeth. Two sets of claws, just like hers. And finally, a cruel, female laugh.

"HA HA HA HA HA HA HA HA!"

* * *

Tootie awoke with a gasp as she sat upright. She looked around. She was in her dorm at the Academy. It had been a dream.

She looked at the other two beds in the room. Fortunately, her dream hadn't disturbed her two roommates. She looked at the clock next to her bed. 3:00 am.

She sighed as she laid back down. Another nightmare. She had been having them ever since...

No. She wouldn't think about it. Every time she did, the painful memories only intensified her nightmares. She pulled her sheets over her head and hoped that she would slip back into slumber land soon.

* * *

Dimmsdale National was a well guarded bank. After all, after all the times it had been robbed it had been updated in security enough times to put most prisons to shame. Now, whenever a supervillain tried to rob it, they usually didn't get into the vault before a hero showed up.

Unless, of course, they were intelligent enough to not just charge in headfirst, like the villain that chose to rob it tonight. It was dark out, so dark that this mystery robber's appearance was lost in the shadows. The figure walked toward the doors and smiled, revealing a set of razor sharp teeth. She pulled out a small item. It looked like a small silver capsule with a button. Still grinning, the figure pressed the button.

The item was an EMP grenade. Using magnetic fields, it had successfully disrupted every machine in the building. Every security camera, alarm, or device that might have sensed the intruder's presence was offline.

Content, the figure unsheathed a set of claws from its right hand and drove them into the doors. The claws then carved a perfect square in the door's glass, which was pulled out of the frame. The thief then stepped inside and walked, almost casually, farther into the building.

The intruder walked through the halls of the bank like it was strolling through the park. It rounded another corner, coming to the bank's vault. Two guards were standing watch at the front of the huge steel door. They saw the figure coming toward them.

"Hey, you, what are you doing here?" one of them asked.

The figure responded by suddenly breaking into a run. Three seconds later, it was right in front of the man. He was so amazed by this change of speed that he hadn't even realized he could have just shot the unknown person. By the time he realized his option, it was too late to take it, as the villain used its claws to slash the gun in half. Both of the men standing guard were astonished by this feat. It was then that the assailant finally spoke, in a female voice.

"I'm just here to make a withdraw," she said, before she drove her claws into the flabbergasted guard's stomach. The injured guard collapsed.

It was at this point guard number two decided that it would be a very good idea to shoot at whoever this was now. He aimed his gun, but just before he could pull the trigger the female thief was already in front of him. She slashed as his hands, which caused him to drop his gun and scream in pain. At least, he would have screamed, if it hadn't been for the villainess' claws next stabbing the guard in the chest. Not quite dead but still in great shock, the guard dropped to the ground.

The figure then picked up the guard she had just stabbed and brought him over to the vault door. She picked up her victim's hand and pressed it against the handprint reorganization pad at the vault's side. After a few seconds, a mechanical voice rang out.

"Handprint accepted. Admittance granted." And with that, the vault opened.

Inside the steel room laid a king's ransom in cash. Smirking, she picked two bags out of the room and began to walk out, humming "We're in the Money" as she went.

After she left the room, she began to run. By now, security had probably noticed none of the cameras were working and would be getting suspicious. She quickly sprinted back to the entrance of the building, and was surprised to find a guard surveying her damage. The guard heard her footsteps.

"Hey, who are you," he said as he turned to face the figure...

All he ever saw was three claws slashing across his face. He screamed in agony and grabbed his face, not seeing the figure at all. "You're worse nightmare," she said, then leapt out the bank and ran down the street well before any back up came to aid her unfortunate victim.

* * *

It had been a week since the Bull-E's attack, and the damage to the Academy and mall had been fixed. Very quickly, I might add, though it wasn't surprising. In a town that was populated with super powered creatures, repairs and construction work were needed so often that an average worker only had to work five years before he could retire for life. 

Classes were running regularly, which meant that the students were currently sitting through the normal schoolwork they had to endure before they could do any real training. The Chin had just given the students their assignments and was busy with work of his own when his communicator went off. He walked out of the room before answering.

"Hello?" he spoke into the device.

"Hello, Crimson Chin," said the man on the other end. The Chin recognized the voice as the chief of the Dimmsdale police.

"What can I do for you?" he asked.

"We have reason to believe one of your students is a villain," the chief said. This caught the Chin off guard.

"What do you mean?"

"The Dimmsdale National Bank was robbed last night. A guard that got attacked said the robber used claws and spoke in a female voice, like your student, Femme Fatale."

"Did anybody get a good look at her?"

"The only two that may have are dead! The two guarding the vault were stabbed and died before we got them to a hospital. The third victim lived, but he couldn't very well see when he was getting his face shredded off!"

"What about her sister? You know her records show that the Baby Shredder has her powers."

"With all due respect, you know what happened to her. She's dead."

"Villains have been dead before, but they still came back." There was silence before the Chin spoke again. "So, you're going to arrest her?"

"Not yet, but only because the robbery was pulled of a little to well for a child. However, we'd like to ask that you keep an eye on her."

The Chin glanced back in the room through a window in the door. Fatale was sitting there, looking anything unlike a villain. After a moment, he spoke back. "Alright, but you must be mistaken." With that, he hung up.

* * *

Tootie, Trixie, and Veronica walked through the mall. After their last mall trip had ended in disaster, they all agreed to try and have a normal trip the next week. They also agreed that they needed to get to know one another a little better, so they could train together better. 

They decided to visit all the fashion stores again, since the Bull-E's rampage had resulted in all their previous purchases being torn or ruined. They were just finishing making their selections and brought them up to counter to buy them. There was a lady sitting there, dressed up so nice that you couldn't tell if she was a worker or a costumer. When the worker saw Tootie, who was still dressed in 50s schoolgirl fashion, she burst out laughing.

"What's so funny?" Tootie demanded.

"Oh, I'm sorry," the clerk said sadistically, "I've just never seen someone as geeky as you before." She then continued laughing.

The girls were shocked at this woman's behavior, especially Tootie, since the abuse was on her. Tears began to well up in her eyes. "That wasn't nice!" she said.

"News flash: it wasn't supposed to be nice," the clerk said, equally as rude. This got Tootie more upset, but the clerk continued. "I'm surprised someone as lame as you could even think to show her face in a place like this."

That did it. Tootie ran out of the store crying, while the woman behind the counter laughed cruelly. The other girls were angry and shocked, more Veronica than Trixie. It wasn't not caring, just that Trixie, who had plenty of experience with the upper class, had seen plenty of scorn to those that would be considered lesser, which dulled her reaction to it a bit. Trixie always secretly hated this, as she found it unnecessary and cruel, but kept mum due to her father's beliefs in such things. However, her father was not around to judge her, which meant she could freely express her disgust.

"That wasn't funny," Trixie said angrily.

"You're right...it was hilarious!" the clerk said laughing.

"No, it was cruel and mean," Veronica said.

"Oh, don't lecture me. Now, do you want to buy you're stuff or not?" the clerk asked. The girls walked off in disgust, leaving their would-be purchases on the counter.

* * *

Tootie ran into her dorm and flopped on her bed, crying her eyes out. After everything she had been through in life, it didn't take much to break her. 

Her life before the Academy was something she refused to discuss. Despite her promise to herself not to think of them, she found her mind wandering into the past.

* * *

"_Tootie, your sister's home!" Tootie's mom called from down. An eight-year-old Tootie squealed in delight as she ran downstairs to meet her sister._

_Her sister was back from yet another year of training at the Dimmsdale Superhero Academy. She was fourteen years old and had just finished her fifth year of training. She had her father's red hair, which she kept tied up in a ponytail. She wore the family's costume of green and yellow, and had the family's signature claws and teeth._

"_Vicky!" Tootie exclaimed as she ran forward and hugged her sister._

"_Hey, twerp," Vicky said affectionately as she hugged her sister back._

_Tootie and Vicky were the children of the famous hero couple Slash and Slice, both who used razor sharp claws to fight. Five years ago, their first daughter had entered training under the hero name Miss Shredder. Now, she was home for summer vacation._

"_So, how was your training this year," her father asked._

_At that sentence, Vicky's smile faded. "I still didn't get top of the class," she said sadly._

"_Awww, don't worry, sweetie," he mom said sympathetically, "I'm sure you'll do better next year..."_

"_That's what you said the last few years," Vicky snapped. Then she calmed down. "Sorry, I'm just getting tired of being told I'm not good enough. They won't even let me out in the field yet."_

_Vicky's father put a hand on her shoulder. "Victoria, I know training's hard, but you have to stick with it. The world needs heroes, especially now since the Nega-Chin is getting more powerful."_

"_Well, if that's true, then why do I feel like the teacher's are holding me back?"_

"_I know it seems that way, but they just have your best interests in mind. Now, why don't we forget about this a while and do something fun?"_

* * *

Trixie walked through the halls of the dorm building. After leaving the store, she and Veronica split up to try and find Tootie. After an hour of searching for an hour, they decided she must have gone to the dorm. Trixie had gone after her, while Veronica went to get the dinner the girls had agreed on earlier that day. As she walked through the halls, however, she overheard two people talking. Looking around a corner, she saw the Chin talking with Super Principle. 

"I say we remove her from the Academy immediately!" Principle said.

"Ma'am, we don't know for sure if she was behind the robbery," the Chin replied.

"Well, what if she is? What if she goes after one of the other students next?"

"Please, Fatale is a nice student, I seriously doubt she could be a villain."

"We thought that about her sister, and look what happened with her! Besides, the guard heard Fatale talk on her training video and said it sounded similar to the voice of the thief."

"Regardless, you know the school policy: we can't expel a student unless he or she is proven in court to have committed a criminal offense. Even if she's officially accused, we can't punish her until the courts do."

Principle was silent for a moment. "Alright, but I'm trusting you to keep watch on her." And with that, both of them left.

Trixie stood in complete shock for a moment. Tootie...a villain? No, it had to be a mistake. She never spoke of her past, but Trixie never thought this would be because of evil activity.

"Hey, Trixie," a voice said, startling her. She turned around and saw Veronica holding a few bags of Chinese food. She noticed Trixie's expression. "What's wrong?"

Trixie explained what she had heard. Veronica was just as surprised by this revelation. "You don't think..."

"No. You saw how easily she broke earlier today. I doubt she's have it in her to rob anyplace."

"So...what do we do?"

"We'll keep quiet about this. If we accuse her of this and it turns out to be wrong, it could cause major problems."

* * *

The clerk walked out of the mall and to her car. It was late and she finally was allowed to go home. She got in trouble for letting such a big deal slip earlier today by insulting Tootie, but she shrugged it off. No big deal. 

Earlier that day, the parking lot had been full, and she had been forced to park near the back. But now it was late, and her car stood alone. She walked up to her car and put her key in the door.

Suddenly, she was grabbed from behind, a set of claws up at her throat.

"You really should be more careful who you insult," a familiar voice said.

And that was the last thing she ever heard.

* * *

"_Vicky?" Tootie asked as she opened the door to her sister's room. It had been a week since Vicky had come home, and she was beginning to act strange. She was unusually aggressive, and was snapping at everyone._

"_What is it, Tootie?" she asked._

"_I wanted to make sure you're okay. You've been acting kinda cranky since you came home."_

"_I'm just sick of the slow progress I'm making. Those brain-dead teachers are holding me back."_

"_Well, you heard what mom and dad said. The training is for the best."_

"_Well, if that's true, then why am I not getting any better?"_

"_Dad said these things take time..."_

"_I don't have time!" Vicky snapped, then calmed down. "Sorry, but I've been going to the Academy for five years, and I still not doing as good as I should be. That's why I've found some outside help."_

"_Are you sure that's a good idea?"_

"_Listen, Tootie," she said, putting a hand on her shoulder. "I want you to promise me, as my sister, that you won't tell mom and dad, alright?"_

_Tootie looked at her sister a moment. "I don't know..."_

"_Please, Tootie, we're sisters! Promise me you'll keep it a secret?"_

"_...okay," she said at last._

_Vicky hugged her sister. "Thanks."_

* * *

Trixie, dressed in her Wonder Gal uniform, was enjoying breakfast. She had gotten into the habit of waking up early, and today her troubled mind wouldn't let her sleep. She kept thinking about what she had overheard yesterday. While she had pushed this thought aside while trying to comfort the hurt Tootie last night, the possibility still lingered in the back of her head. 

Each dorm got newspaper delivered, but very few students ever bothered to read it. Still, they were required to bring them into their rooms as to not clutter the hallways. Wonder Gal had gotten it out of the hallway and had placed it on the table she was eating at without much thought. As she ate, however, she glanced at it and something caught her eye.

It was a picture. And it was of the clerk that had insulted Tootie the day before. Wonder Gal immediately lifted the paper up and read the article.

Angela Kole, age 24, was found dead in the parking lot of Dimmsdale Mall at 9:00pm last night. Her body was found with her throat cut and several slashes on her body. The precision of the cuts has lead investigators to believe a villain may have committed the act...

Wonder Gal didn't read any farther. Another crime by what could have been her roommate. Now she was scared. Was Fatale really a murderer.

Wonder Gal didn't finish breakfast. She ran out of her dorm, barley stopping to grab her access card on the way out. She had to find the Chin to ask him about this. If Tootie was a villain, she wouldn't do more damage.


	7. Fatale on Trial: Accusation

A/N: Happy New Year! Here's a new chapter for you

Disclaimer: I don't own The Fairly Oddparents

* * *

It took Wonder Gal only a minute to reach the teleporter and transport herself to the Academy. She immediately ran down the hallways, going directly to the Crimson Chin's classroom. When she reached it, however, she found the Chin talking on his communicator.

"So, you suspect Fatale struck another target?" He listened for a few seconds. "Well, would she have a motive to attack that girl...I see, you couldn't think of one...Alright, I'll continue watching her, but I still say you're following the wrong lead." With that, he hung up. That's when he finally noticed that one of his students was in the room.

"Oh...Wonder Gal," he said awkwardly. "Did...you happen to hear..."

"I heard you yesterday, and I came to tell you that Fatale had a reason to attack that girl."

That caught the Chin off guard. After a minute of silence, the Chin finally spoke. "What do you mean?

Wonder Gal told the Chin what had happened. "That clerk really burned her...Fatale couldn't stop crying..."

There was another silence. "So, do you think Fatale is really behind this?" the Chin asked at last.

"I...I'm not sure," Wonder Gal admitted. "I mean, I never would have thought that Fatale could be a villain...but all the evidence is pointing to her..."

"Well, don't let your suspicion get in the way of your training," the Chin told her. "You must trust each other if you're to be an effective team. As for Fatale, I think it's only fair if we tell her about all this."

"Well...okay..." Wonder Gal said.

"But not the others. We don't want Fatale to have to go through any more than she has to if she's innocent. Did you tell anyone else what you heard?"

"Only Ice Princess," she answered.

"Okay. Well, you can let her in. I'll have a talk with Fatale during class today. Remember, no one else."

* * *

_Tootie was playing in the backyard. Her sister had been insistent that she play outside just then. Why, she didn't know, but Vicky sure didn't want Tootie in the house then. Maybe she was planning a surprise for her! _

However, that hope was dashed instantly when she heard a scream from inside. A familiar scream.

"_Mom?"_

_She quickly ran into the house, any fear she might have felt was washed over by her need to know what was going on. She got inside and heard noise coming from upstairs. She dashed up the stairs and into her parent's room._

_The sight she saw would haunt her for the rest of her life._

_Her parents were on the ground, not moving, with cut marks on their necks. And standing above them was her sister, her claws out and her face in an unreadable expression._

"…_Vicky…why?" she asked._

"_I had to," she answered, still not showing any emotion. "I had to, for what they were trying to do."_

"…_What?"_

"_Trying to make us weak. Trying to hold us back. It's fools like them who are always telling us what we should and shouldn't do with our powers. They don't realize that we are superior. We have power. It's our right to rule."_

_Tootie couldn't believe what she was hearing. "You…you sound like a villain."_

"_I should. It was them who opened my eyes."_

_Now Tootie was terrified. "You've…been tricked! The villains tricked you!"_

"_No. It was the heroes. They're too afraid to grab power, and are determined to make sure everyone else is. They lie to us about what's right, and stomp down anyone who can see past their lies. They are stopping us from obtaining what is rightfully ours: POWER! I realize that now, which is why I became a villain. And I have just performed the act that will show my worth to the villain community."_

"…_You killed Mom and Dad…and know you want to kill me too?"_

"_No," Vicky answered. That answer caught Tootie off-guard. For the first time, Vicky's face was showing emotion. It wasn't an angry glare, a determined look, or a malicious smile._

_It was a look of genuine worry. A sympathetic look._

"_Tootie, I convinced the villains to let you live after this raid. You're my sister, and I want to help you. To stop you from falling for the same ruse I did. To open your eyes like mine are." She placed her hand on her sister's shoulder._

_Tootie immediately shrugged her hand off and stepped back. "NO!"_

"_Tootie…please. You're my sister. I love you. I did all this to save you from the trap I almost fell into."_

"_You killed Mom and Dad. YOU KILLED MOM AND DAD!"_

"_They were beyond help. Hopefully, you're not. Come on, I'll take you to our new home."_

_At that point, all of Tootie's sorrow disappeared. It was replaced by a new emotion: anger. Her sister had killed her parents. Her sister, someone she had trusted._

"_NO!" Fatale screamed, as she brought out her claws and slashed at her sister. Vicky, being better trained, easily blocked them with her own._

"_You always gave me a run for my money when we sparred, but I held back then. I know losing Mom and Dad was hard, but…" Vicky never finisher her sentence, as Tootie slashed again, her anger powering her._

_For the next several minutes, the two sisters fought, Tootie going all out on her attacks, while Vicky clearly held back. After a while, however, Vicky blocked Tootie's claws and slashed her in the stomach. The attack was weak, only grazing the skin, but it caused a shock in Tootie that caused her to fall on her knees._

"_Don't make me hurt you anymore, Tootie. Come with me," she said, walking toward her._

_When suddenly, the door bust open, and Catman and Music Master entered the room._

"_Stop, Vicky! Give it up, we found out what you're planning!" Catman declared._

"_We're too late," Music said as he saw Slash and Slice on the ground. But then he saw Tootie. "Well, we can still save her…"_

"_NO!" Vicky yelled as she assumed a battle stance. "I will not let you lie to my sister anymore! I will not let you make her weak!"_

"_Us make her weak?" Catman asked. "We'll make her strong, Miss Shredder…"_

"_That's not my name," Vicky said. "That was my weak hero name. Most kids my age are baby sitters. Not me. I'm…THE BABY SHREDDER!" she yelled, and leapt at the heroes._

_Catman reached for his cat boomerang, but the newly named Baby Shredder was too fast. She slashed Catman in the chest. Fortunately, Catman's armor lessened the damage, but it still stunned him momentarily._

_Vicky then turned her attention to Music, who was about to play another chord. Shredder ran up to slash him, but he blocked with his guitar. The guitar, being magic, wasn't damaged._

_Shredder smiled at Music. "It's a shame, you're really cute," she said, then knocked the guitar out of his hands. Following that, she brought her claws down on his face._

_At least, she would have, if a cat boomerang hadn't hit her in the back of the head. Shredder went down, but got back up again._

_Just in time to be hit by a wave of music energy. Shredder was knocked into the wall so hard that the wall gave way, and Shredder fell outside. Catman and Music chased after her._

_Tootie did not. She was still in shock. Her parents died and her sister became a villain, all in a few short minutes. As the reality of the situation sunk in, she couldn't take it._

_She fainted.

* * *

_

When class started later that day, the Chin called Fatale out into the hall to explain the situation to her.

"Fatale, be honest with me, did a clerk at the mall insult you yesterday?" he asked.

"Yes…why?"

"Fatale, the clerk was found dead last night…with cut marks all over her body."

Fatale instantly realized what he was talking about. "Are you saying I did it?"

"The police are suspecting you. I don't. I've learned things aren't always what they appear."

Fatale's eyes began to show tears. "I…I don't want to go to jail," she said, beginning to cry.

"Don't worry. I'll do everything I can to prove your innocence."

"…Does anyone else know about this?" she asked timidly.

"Wonder Gal and Ice Princess. They heard me talking about it last night."

She was silent once again. The Chin spoke. "Just continue with your day as usual, and I'll see what I can do."

* * *

Fatale was quiet for the rest of the day. At lunch she didn't speak. Neither did Wonder Gal or Ice Princess. It was an awkward situation for the three of them, and they were avoiding eye contact with each other. The boys didn't notice. They were too caught up discussing a new video game that was supposed to come out later that week. Fatale was glad. She didn't want anyone else finding out about this.

During sparring that day, the Chin made sure Tootie was never paired with Wonder Gal or Princess. He didn't want one of them to end up attacking Tootie to intensely out of mistrust.

All throughout training that day, Fatale wasn't really concentrating. Worry about her current situation flooded her mind. After school that day, Trixie and Veronica went shopping without her. Fatale didn't care. She wanted time to herself.

* * *

_Tootie woke up in a hospital bed with several different emotions flowing through her. Anger at her sister for betraying her. Sorrow for her parents who were dead. Guilt for not telling anyone about Vicky's "outside help" when she had the chance._

_As she was thinking about what had happened, the door to her room opened. It was Catman. Naturally, Tootie said the first thing that popped into her head._

"_What happened to my sister?"_

_Catman sighed, then spoke. "I'm afraid your sister is dead."_

"_Wh-what happened?"_

"_Our fight led us to a construction sight. We ended up accidentally bringing a building down. It fell right on top of her."_

_Fatale didn't know how to react. Catman continued. "We cleared the wreck. We found large amounts of blood, but no body."_

_Fatale became scared. "So, she might have survived?"_

"_Even if she did, all that blood loss has killed her by now. She's gone."_

"…_What about my parents? Did they really die?"_

"_I'm afraid so. Not even Music Master's magic could save them."_

_Fatale began to cry again. "So…what's going to happen to me?"_

"_Don't worry, we'll make sure you're taken care of. Maybe you'll be adopted by another hero, like Cleft."_

"_Who?"_

"_Cleft. He's the son of the Mighty Mom and Dyno Dad. The Chin took him in after his parents went missing. You could probably see him on the news pretty soon, the Chin has started taking him on missions. But the point is, don't worry, you'll be taken care of."

* * *

_

Trixie and Veronica hoped an afternoon of shopping would take their minds off the current situation. It didn't. The possibility that they could be sleeping in the same room as a murderer kept lingering in the back of their mind.

Having given up on finding anything they wanted, the decided to head back to the dorms, purposely taking the long route home. It would be an awkward situation having to talk to Fatale after she knew they suspected her.

Finally, they reached the outside of the dorms. The building had a brick wall built around it, with a steel gate as the entrance. The dorms took the appearance of a fancy apartment building.

The two female heroes entered through the gate and closed it. They then began walking toward the building. However, when they were halfway to the building, something happened.

It was Veronica who felt it. A sharp pain in her back. She made an undistinguishable sound and fell to the ground.

"Veronica!" Trixie screamed. She saw three claw marks on her back. They weren't deep, it was obvious she only went down out of shock. But the claw marks still alarmed her. They were in a location that only a hero could have known was important. That would mean…Fatale!

Trixie heard her coming this time. She turned and blocked (she was wearing her wristbands in her civilian costume) but was knocked to her feet. The only thing she saw was a pair of familiar claws and a green and yellow blur.

"Fatale?" she said. When she got up, no one was there. She looked over at Veronica, who was just getting up. "Did you get a good look at her?" Trixie asked.

"No, but why would I need to? The only reason whoever did this would have attacked us is if she knew we're heroes. And the only reason whoever it is would have known is if it was Fatale!"

"Hey, why isn't she attacking us again?" Indeed, their assailant was nowhere to be found.

"She was moving so fast she probably thought she got us. Come on, we better call the cops," Veronica said.

* * *

Fatale was sitting on her bed, worrying. She was worried about the outcome of this whole affair. What would happen to her?

However, her thoughts were interrupted when the door to her room opened. But it wasn't one of her roommates. It was several policemen. Fatale instantly knew this was trouble

"Can I help y-," she began, but never finished, because a cop suddenly slapped a pair of special handcuffs on her.

"Femme Fatale, you're under arrest," he said.

"WHAT? But I didn't do anything!" She tried using her claws, but the cuffs covered her hands, and used a really tough substance that she couldn't cut through.

"Nice try," another cop said, dragging Fatale out of the dorm. "But several crimes have been committed that only you could have done, and your own roommates claim that you attacked them."

"Huh, but I didn't…" she began, but was cut off when she was dragged out of the building and saw her roommates standing there, now in uniform and glaring at her. "Guys, I didn't…"

"We were attacked as civilians ON the dorm grounds," Wonder Gal said. "That means whoever attacked us must have known our secret identities. And whoever it was used claws. How could it not be you?"

"But…but…"

"I can't believe you betrayed us!" Veronica said.

"But I didn't!" However, Tootie's cries were for naught, as the police dragged her to a van and shoved her in. The doors slammed and the truck drove off.

"Hey, what's going on?" a voice said. Wonder Gal and Princess noticed that the boys had coming toward them, all dressed in their uniforms.

"It's Fatale," Wonder Gal said. "She attacked us!"

This got collective gasps and shouts from the group. "You mean, she's a villain?" Muncher Lad asked.

"Yeah," Princess said, as they all walked back into the dorms. "Apparently she thought posing as a student would be a good cover, but they still got her."

"I can't believe Fatale, of all people, would be a villain," Cleft said as they entered the building.

"I know, she seemed so nice," Sparky said. "Why do you think she did this?"

"I've been trying to figure that out," Wonder Gal said. "I mean, she always seemed the most unlikely person. I guess it was always an act. What do you think, Princess?"

However, it was at that point that the heroes noticed that Princess wasn't following. Looking back, they saw her staring into on of the rooms. Cleft realized it was the teleporter room.

"What's wrong?" he asked.

"Come look at this," she said. The others ran to look.

The teleporter was destroyed. Completely. Torn apart so bad, it was probably beyond repair. "How did this happen?" Cleft asked. But that question left his mind when something else happened.

Noise erupted from the dorm entrance. They ran there, and found something very bad.

A gigantic pile of rubble was stacked in front of the doorway. So big, it would take even Wonder Gal time to move it. And there was someone standing in front of it.

She was dressed in a bigger version of Fatale's costume. She was tall, and quite beautiful, though obviously evil. She had fiery red hair, which was slicked up into the shape of horns. But the most noticeable feature was her claws…just like Fatale's.

"Hello, twerps. The name's Baby Shredder, and I'm gonna tear you apart!"


	8. Fatale on Trial: Twisted Sister

Disclaimer: I don't own The Fairly Oddparents.

* * *

Vicky's plan was almost complete. After managing to survive having a building fall onto her two years ago, she vowed to save her sister from the lies of the heroes. But after killing her parents, her sister was placed under the protection of the government. She was so well guarded, she couldn't risk trying to rescue her from the heroes lies on her own.

So she went to the same villains that had opened her eyes. The leader had his face covered or in the shadows every time she saw him, so she didn't know who it was, but it didn't matter to her: if they could save her sister, she would go along with them. The villain agreed to help Tootie, and began to monitor Tootie and wait for the heroes to let their guard down. While they were waiting, another one of their agents trained Vicky.

Finally, after two years, Tootie entered the Dimmsdale Superhero Academy, and she could finally get to her. The villains already had several sources focused on the school, so it wouldn't be hard to get Fatale out of there. The Bull-E, when he was sent to attack, got orders not to kill Fatale, which he pretty much ignored.

However, Vicky wanted to make sure she wouldn't try to escape until Tootie understood what she did. So she robbed the bank and made sure Tootie got blamed for it. She managed to alter her voice enough to sound like her sister. With help from the villains, it went smoothly.

She was amazed at how well it worked. They already suspected her after just one crime. Then, the Fly-Spy Bots caught that clerk insulting her. So, she decided she was her next target. She figured it's what Tootie really wanted, and was being held back by the heroes' lies. So, the villains told her when she was alone, and she killed her.

Again, it went well. Even better, the Chin actually informed Tootie of the charges against her. Now all that was left to do was kill her accusers. So she attacked the other two heroines as well. For the first time, her plans went astray: she moved to fast and failed to see if her attacks were lethal ones. But it turned out even better. The girls failed to see her clearly, and gave the blame to Fatale.

Now, all that was left was to make sure Tootie had nowhere to run away to if she escaped the villains. She had trapped the students in the Academy, with the help of the other villains, and was now about to kill them. Meanwhile, the other villains would bust Tootie out of jail. If all went right, when the police saw the students slaughtered, Tootie would once again receive the blame, and her villain status would be sealed. Tootie would be upset at first, but she'd soon open her eyes and embrace the villain lifestyle. And all that stood in their way now was seven measly heroes in training.

* * *

Baby Shredder charged at the heroes. They all scattered in various directions. Cleft, who was closest to her, had to do a back flip to dodge. He landed a few feet away, then asked the question that was on everyone's mind.

"Why are you wearing Fatale's uniform?"

"It's the family uniform. I'm her sister."

This revelation came as a shock to everyone. "You…" Wonder Gal said. "You're the one who committed those crimes and attacked us! Why?"

"To save my sister. To open her eyes."

This confused the heroes. "What are you talking about?" Cleft asked.

"SHUT UP!" she yelled, swinging her claws at him again. Cleft managed to jump out of the way, Vicky's claws making marks in the wall behind him. "You were trained by the Crimson Chin. You probably helped spread the lies. For that, YOU DIE!"

"Alright, it's official. She's insane," A.J. commented. The others didn't need another word to start fighting.

Sparky instantly threw an electric blast at her. Shredder, however, easily leapt over the attack and land landed right in front him. She slashed her claws at him, but he was saved at the last moment by one of A.J.'s mind shields.

Shredder didn't have time to try another attack, though, as Wonder Gal chose that moment to come in with a barrage of punches. Shredder, however, was fast enough to block her attacks with her claws. Since Wonder Gal wore wristbands, the claws didn't touch her skin much. However, a few times, the claws made contact with skin, causing minor cuts.

After a few seconds of blocking, Shredder grew bored and, with great speed, kicked Wonder Gal in the gut. The heroine in training may have had super strength, which lessened the damage, the attack was still quick enough to send her stumbling back.

Sonic let loose a sonic scream, which Vicky avoided. Princess fired three icicles at her. Vicky just smiled, then sliced these projectiles out of the air with her claws, turning them into ice shards. Vicky began to run forward, but was surprised when the floor gave way beneath her feet. However, she was to fast to fall. She jumped to solid ground just before she fell in the newly created hole. Seconds later, Muncher Lad popped out of the ground, angry he had missed his weakened floor plan hadn't work.

Vicky angrily realized that Muncher Lad had been responsible for the hole, and swung her claws at him. However, the claws were halted by Cleft's bo staff. The young hero had come in and stopped the attack just in time. He then swung the staff at the villainess. However, she blocked it with her claws. Only the fact that the staff was made of the same material as the claws stopped it from being cut to ribbons.

The Chin's student swung his staff again, which Vicky blocked. At that point, Wonder Gal ran in and punched. However, Vicky was once again too fast, and she managed to side-step her and slash her in the back. Her super strength stopped the attack from being to damaging, but it still managed to cut pretty deep. Cleft once again swung his staff, but Vicky managed to block and slash him in the chest. Cleft's armor stopped it from being fatal, and it only scraped his skin. However, it did cause him to fall back.

Vicky began to advance again, but was cut off by a combined attack of A.J.'s brain blasts, Princesses' icicles, Sonic's sound waves, Sparky's lightning, and Muncher Lad shooting the debris he got from making the tunnel. Unfortunately, Vicky was once again too fast, and she jumped out of the way. The attacks all hit where she had been, causing a mini explosion.

Vicky landed near Muncher Lad and slashed at him. Muncher Lad barley managed to dodge the razors. Another one of Sparky's electrical attacks then cut off Vicky's attack. Vicky sidestepped this attacked as well, then swung her claws at Muncher Lad again. He dodged, but this time Vicky's claws caught on his cape. Sparky fired again, but Vicky dodged again, dragging Muncher Lad along with her. She then swung the young hero by the cape, and threw him at Sparky. Muncher Lad landed on top of his classmate, and they both went down.

Sonic let loose another scream. This time, his sound waves managed to slam into the villainess. Vicky was thrown off her feet, and thrown across the room, where she slammed into the wall. The wall managed to hold, and Vicky bounced off it and hit the ground.

But she didn't stay down for long. Seconds later, she was back up, looking very ticked off. She charged at Sonic with full speed, but was stopped rather abruptly by an unseen force. It was A.J., using his levitation powers to lift her up in the air. She was soon dangling upside down in the air, A.J.'s mind powers holding her by her ankles. She thrashed and clawed angrily, trying to get free.

While she was stuck, Sonic let out another scream, hoping to hit Vicky. Unfortunately, she saw it coming, and lifted her upper body up. The sound waves passed underneath, hitting a wall and damaging it. Vicky once again dropped down, only to have three chin-a-rangs fly right at her. However, she was quick enough to catch them with her claws. They were undamaged, as they too were made of the same materials as her claws. She angrily threw them back at great force. Cleft dodged, and the three weapons impaled the wall behind him.

Finally, A.J. couldn't hold Vicky anymore, and he lost his grip. Vicky performed a flip and landed on her feet, and immediately dashed at A.J., ready to tear him to ribbons. But she was once again halted, this time by one of Princesses' ice beams. The attack encased her feet in ice, and was starting to freeze her legs. However, Vicky quickly reached down and slashed the ice off her feet and jumped to safety.

Seconds later, however, Wonder Gal's lasso wrapped around her. It tightened around her chest, binding her arms close to her. On the other end of the rope was Wonder Gal, smiling contently. "You can't break this lasso," she boasted. "It's magic." Vicky found that she was right. No matter how hard she tried, she couldn't loosen the magical bind.

Suddenly, she stopped trying and smiled. Then, much to Wonder Gal's surprise, Vicky began spinning around. Like the Tasmanian Devil, Vicky became a mini-tornado of green. This caused the rope to spin around her, pulling Wonder Gal into the whirling villainess. When she finally stopped, the lasso was on the ground, and so was its owner, looking very dizzy. Vicky smiled, and thrust her claws at her.

The attack was halted by an attack from Sparky. A bolt of lightning flew out and shot at Vicky. She barely managed to dodge the projectile. She was then bombarded by three more chin-a-rangs, which she caught in her claws. Before she could throw them, Sonic gave another scream. Vicky flipped into the air to dodge, and while in the air threw the chin-a-rangs at Sonic. He managed to dodge the three weapons.

Vicky landed on the ground. Cleft realized that Vicky wasn't going to go down anytime soon. He noticed A.J. and Muncher Lad preparing to attack, but he stopped them. "See if you can get us out of hear! We can't just keep fighting this girl!" The two decided this was the smartest thing to do, so the withdrew from the battle, leaving their classmates to fight.

* * *

Tootie sat in the back of the police van, crying her eyes out. First her family, now her friends. She had lost everything. Now she was all alone again. There was nothing for her. What would she do?

However, her self-pity was interrupted by the van suddenly stopping. A loud smashing sound was heard, followed by the yells of someone up front. There was silence for a moment before the doors to the van were suddenly pried open. Tootie gasped, as the one responsible was the Bull-E.

"Wh-What do you want?" she asked fearfully. She tried to extend her claws, but her restraints still prevented her from doing so.

"Shut up," the hybrid snapped, grabbing Tootie her arm and hoisting her up. He threw Fatale over his shoulder and began to walk away.

"Hey, put me down!" Fatale yelled, frantically beating her restrained hands against the villain's back. However, this did little more than annoy the creature. She was just about to give up, something happened. When she slammed the restraints on his back, a small piece of it flew off. She realized this could be her chance to get free. So, she gathered all the strength she had and preformed one more smash.

Bull-E was caught off guard by the force of this attack. He temporarily released his hold on Fatale, allowing her to fall to the ground. She managed to land on her feet, and noticed the attack did the trick: one of her arms was now free. She extended her claws and used them to slash her other hand free.

"AAARGH! Annoying little girl gonna get pounded!" he said, raising his fist up. Fatale swallowed all fear and ran in at him. She jammed her claws into his stomach as hard as she could.

Bull-E roared in pain and fell back, clutching his stomach. Fatale quickly turned and ran with speed that could rival Wonder Gal. By the time the Bull-E recovered, she was already a block away. She had to get back to the Academy and try to set things right. Maybe it wasn't too late.

* * *

A.J. and Muncher Lad decided to try and remove the huge, twisted piece of metal that Vicky had jammed into the doorway. They decided it would be best if Muncher Lad devoured it. So, he opened his mouth and chomped down on the debris…and it felt like his teeth were cracking.

"Ah! What the heck is this stuff?" Muncher Lad complained.

A.J. pressed a few buttons on the arm of his chair, and a mini scanner popped out. He used it to scan the wreckage. "No wonder. This stuff's made out of the same stuff as Cleft's weapons. It's harder than diamonds!"

"Oh great! Now what?"

"Can you chew through the walls?" A.J. asked.

"Depends. What's it made of?"

A.J. worked his scanner on the school walls. "Some mystery material. But whatever it is, it's slightly softer than diamond. Can you do it?"

"We'll find out," Muncher Lad said, opening his jaw. He bit into the walls. His teeth stopped on the surface, but after a few seconds they sank into the sturdy material. After ten seconds, the chunk he bit into fell into his mouth, and he swallowed it.

"Great, you can do it!"

"Yeah, but I'm sure gonna get a work out. It's gonna take me a while.

"Okay, I'll go help the other fight Baby Shredder, you just concentrate on getting us out of here," A.J. said, turning around and returning to battle. Muncher Lad faced the wall again and prepared to take another bite of the tough material.

* * *

Cleft swung his staff once more, but Vicky proved herself to be an excellent fighter once more by blocking. Wonder Gal ran in and punched, but Vicky jumped up and landed behind them she turned around and clawed at the heroes again, but they both managed to dodge. Cleft sent out three more chin-a-rangs, and Vicky caught them again. But while she was busy with this, Wonder Gal ran in and punched again. This attack connected, and Vicky flew back, but she did a flip and landed on her feet.

She immediately ran forward, but Ice Princess stepped in front of Wonder Gal and let loose an ice beam. Vicky jumped to the left and dodged it. Princess moved the beam to hit her, but she preformed a jump to the left, passing over the beam, and ran next to Princess, ready to strike.

However, one of A.J.'s brain blasts knocked her to the side. She tumbled a short distance before flipping back on her feet, looking as angry as ever. She might have charged again, but another one of Sparky's electric blasts stopped her. A leap in the air caused the attack to pass under her. She landed, then immediately jumped again to avoid another blast. She landed in front of Sparky, and slashed him in the stomach. The human powerhouse fell to the ground, clutching his gut in pain.

Vicky would have struck again, but Sonic swooped again and let loose a sonic scream. Vicky dodged, but Sonic kept coming with scream after scream. The powerful sound waves never touched Vicky, however, as she was nimble enough to dodge all of them. Finally, she leapt at Sonic and slashed at him. The attack caught him in the side, causing a deep cut. It wasn't lethal, but it was enough for him to fall to the ground.

A.J. fired another brain blast at Vicky before she could attack Sonic farther. Vicky, however, noticed it and dodged it. She ran at A.J., but Wonder Gal ran in at her side and punched her in the side of the face. Vicky stumbled, but recovered in time to block Cleft, who came running in with his staff. The boy chin wonder swung his staff at the villainess again and again, but she blocked with her claws with each swing. Finally, she caught the staff and slashed her opponent in the chest again.

Cleft was never more thankful to have body armor, but it couldn't last much longer. He couldn't afford to take another hit. Which was unfortunate, because he fell to the ground and dropped his staff, and Vicky struck again. Cleft ducked and rolled out of the way, avoiding the attack.

Before Vicky could strike Cleft again, Wonder Gal ran in and punched. Vicky sidestepped the attack, and the young heroine fell past her. Vicky immediately slashed her in the back. Wonder Gal cried and fell out of shock, and Vicky prepared to claw at her again.

As she brought her claws down, however, a blue energy shield appeared around the fallen heroine, shielding her from the attack. Vicky glanced across the room and saw that A.J. was producing the shield. Vicky glared at him angrily, but anything she might have done was interrupted by Cleft, who hit her in the side of the head with his recovered staff.

Vicky flew across the room, but managed to land on her feet. Cleft came at her with another swing, but Vicky blocked, then swung at him. Now it was Cleft's turn to block, and he used his staff to do so. Vicky slashed again, this time getting her claws stuck under the staff. Smiling, the villainess pulled her claws up, pulling the staff out of his hands and up in the air. Smiling, she slashed at him, but he ducked under the attack, then punch his opponent in the gut.

Vicky stumbled back, and Cleft jumped up and kicked her in the chest. As Vicky stumbled back, Cleft saw his staff land behind her. Vicky recovered, then ran in and slashed at Cleft. The young hero ducked then ran under the villainess' legs, grabbing his staff off the ground, then turning around and slamming his staff into Vicky's side.

Vicky once again stumbled, then spun around and gave Cleft a glare that set his skin on fire. She ran at him in fury and slashed at him, but he held up his staff and blocked again. Vicky pressed her claws hard against the staff, pushing it closer to its owner. Cleft pushed back, and soon the two were in a contest of strength.

The contest was cut off as Wonder Gal, having recovered from the shock of her injury, ran in at Vicky's side and punched. Vicky leapt back and dodged the attack, and Wonder Gal turned and punched again. Vicky sidestepped again and tried to slash her back again, but Wonder Gal was ready this time. With her super speed, she ran out of the way and behind Vicky, punching her in the back.

Vicky stumbled forward, getting angrier. Her fury increased when A.J. shot another brain blast at her. She jumped out of the way and dodged again. A.J. persisted with blast after blast. Vicky continued dodging and flipping, and the blasts continued to miss. Finally, Vicky got close enough and thrusted her claws at him. A.J. moved his head, and Vicky's claws sunk into the back of his chair.

When this had happened to Fatale in her sparring match with A.J., her claws had become stuck. However, Vicky was much stronger than her sister, and managed to pull her claws out. She swung her claws again, this time hitting the side of the chair and causing three claw marks in the side, which the nanobots managed to repair.

Vicky swung again, this time A.J. produced a shield to defend himself. Vicky slashed several more times, hoping to cause the shield to shatter. It held, but the look on A.J.'s face told her it was a great effort to keep it up. Fortunately, before he was forced to drop his defense, Wonder Gal ran in and punched her again. Vicky stumbled, then turned and faced her opponent, only to have Cleft come in and swing his staff at her side. She was hit, and fell back once more, only to be hit in the chest by a brain blast. She flew back and hit the wall, falling to the ground after impact. For a second it looked like she had been knocked out.

Well, looks can be deceiving, as She immediately jumped up and slashed A.J. The attack got him in the stomach, causing him great pain. He was forced to float back from the battle, leaving Cleft, Princess, and Wonder Gal alone to deal with the villainess.

Princess fired another ice beam at Vicky, hoping to freeze her. However Vicky dodged again, then sprung at her. She didn't get a chance to attack, though, as Wonder Gal threw her lasso again. This time it caught Vicky around the ankle, tripping her unto the ground. She turned around to see Wonder Gal running at her to punch her. Vicky blocked her punch, then rolled back and tossed the heroine over her. She hit a wall and fell to the ground.

While Vicky was distracted, Princess shot her with an ice beam. The attack made contact, and in seconds Vicky's body was encased in ice. Princess walked over to the frozen enemy to see if the attack had worked.

Which turned out to be a bad idea, because the answer was no, it didn't. Vicky's claws popped out of the ice, and slashed the rest of her prison to shards. Princess tried to freeze her again, but this time Vicky was fast enough to claw her in the chest. Princess instantly went down, as the attack was effective. Vicky could have finished her off if not for Cleft, who came back in with his staff, as ready to fight as ever.

* * *

Muncher Lad was relived to learn that, while the inner layer of the dorms were made of tough material, the outer was made out of normal materials in order to give it the appearance of a normal apartment building. He easily managed to chew his way through this layer, and light was now upon him.

He reached the outside, swallowing one last mouthful of brick as he landed in the grass outside. He got up and was about to congratulate himself when a figure in front of him caught his eye.

"You…"

* * *

Cleft took a moment to analyze the situation.

The insane sister of one of his fellow classmates was in the dorms trying to kill him. One of his classmates was being taken to jail, another was busy getting out of here (or at least he assumed, since A.J. had come back alone) and three more had been injured enough to at least seriously affect their fighting, leaving only him and Wonder Gal against the teen killer.

Not very good odds anyway you looked at it.

Vicky came in at Cleft with full speed and swung his claws at him. Cleft used his staff to block, then swung it at her head. Vicky ducked underneath the attack, then thrusted her claws straight at Cleft's chest. The young hero had to bend backwards to avoid it, resulting in a Matrix like dodge. He then punched upward, hitting Vicky in the chin.

Vicky was caught off guard be the attack, allowing Cleft to ram his staff into her gut. The villainess stumbled back, clutching her stomach and gasping for air. Cleft came in for another attack, but Vicky saw this one coming and blocked. She then brought her claws down and got him in the chest once more.

Now Cleft knew he was in trouble. That last attack pretty much destroyed his armor, and another chest attack from Vicky would do him in. Which would have been the very next attack, if it hadn't been for Wonder Gal running in and punching again. Vicky dodged this attack, then slashed at Wonder Gal's face. The heroine ducked underneath the attack, then came up and kicked Vicky in the chest. Vicky fell backwards, and Wonder Gal ran in and punched. Vicky, however, dodged this attack, and slashed at her. She brought her wristbands up to block, but Vicky proved to be too strong, and managed to push her to the ground.

Smiling, Vicky raised her claws up, ready to end Wonder Gal's life.

And instead, let out a cry of pain. She froze in shock. She had just been cut. She felt blood running down her back.

Behind her, crouching down with her claws out, was the person responsible: Tootie Strong, AKA Femme Fatale.

When Vicky turned around and saw her sister, there was a moment of silence. Both sisters stared at each other, Tootie with a look of fury, and Vicky with a look of surprise. After a moment, Vicky finally spoke.

"Tootie…"

Anything else she might have said was interrupted, as Fatale, in pure anger, began violently slashing at her sister. Vicky clocked with her own claws, and for a minute it was like the two siblings were in a sword fight.

Finally, after a minute, their claws clashed into each other, the preceded to push against each other. Vicky spoke once more. "Tootie, please don't make me fight you."

This got Tootie angrier. "You killed our parents, framed me, and turned my friends against me, and you DON'T WANT ME TO FIGHT YOU!" Tootie screamed, slashing out of pure anger.

"Friends?" Vicky asked, blocky Fatale's slashes. "For friends they certainly seemed anxious to get you in jail."

"THAT'S ONLY BECAUSE YOU TRICKED THEM!" Tootie shouted, clawing at her sister faster than ever.

Vicky then finally attacked her sister. She blocked her claws and slashed her the stomach. It wasn't as deep as the attacks she gave the other students, but it was still enough to send her to the ground. "Oh, please, this just proves what I told you two years ago. The minute it seemed that you were seeing past their lies, they were ready to beat you down till there was no more resistance in you. They were determined to make sure no one was able to find out the truth: that people like us deserve the power they're too afraid to take!"

"NO!" Fatale shouted, slashing at her sister once more in pure fury. Her attacks becoming faster and faster, desperately trying to get an attack on her sister.

"See, even now you're doing what a villain would do," Vicky said.

This caused Tootie to stop her attacks and look up in Vicky's face. "What?"

"Isn't the reason you're fighting me because you want revenge? Aren't you mad that I framed you, that I turned your friends against you?"

"Yes, but…"

"And isn't fighting me for revenge what you really wanted to do? Can you honestly say you're doing this to save you friends, and not because you want me to pay for what I did to you?"

"I…I…" Tootie stuttered.

"And isn't that what villainy is all about? Revenge against those who wrong you, getting what you want. Let's face it: the only reason you haven't embraced this side yet is because the heroes are holding you back. But, if you come with me, you can get everything you ever wanted."

Tootie was breaking down now. She looked ready to cry. Vicky had been right, she had wanted revenge. Did she really belong on the villains' side?

Vicky walked toward her sister, but was stopped when Cleft jumped in and slammed her with his staff. Vicky went flying across the room, nearly hitting the wall. When she recovered, Cleft was already charging at her for another staff strike. However, this time Vicky grabbed the staff and rammed her claws into his stomach. The little body armor he had left stopped from being lethal, but it was still enough to cause Cleft to fall to the ground.

Wonder Gal instantly ran at Vicky, hoping to save Cleft from any further damage. Unfortunately, Vicky was her coming. She picked up the weakened Cleft and threw him at the charging heroine. The attack caught Wonder Gal off guard, and the young hero crashed into her and sent them both to the ground. Vicky then ran to the fallen heroine and jammed her claws into her stomach. Her super strength lessened the damage, but not enough to stop the attack from putting her out of commission.

Vicky was just about to finish the pair of fallen heroes off for good, when something unexpected happened. Fatale rushed in with great speed and clawed her sister in her stomach. Vicky fell back, half out of pain and half out of surprise that Tootie had attacked her.

"LEAVE THEM ALONE!" she screamed, clawing her sister in the chest. The cut wasn't that deep, but it was enough to send her sister stumbling back farther. She ran in to slash again, but this time Vicky caught the attack and slashed her sister. This time, it was deep. Enough to send her sister.

"So…the lies are in too deep," Vicky said sadly. Tootie looked her in the face.

Vicky's eyes were leaking tears. Her look was one of regret and sadness. "I'm sorry, Tootie. I was too late to save you," she said, barley making out her words through her sobs. "But I'm not going to allow you to go through life lying to yourself," she said, raising her claws. Tootie's eyes widened in horror. "I'm sorry Tootie, but it's better this way." She prepared to bring her claws down.

But never did, because a bolt of lightning shot out of nowhere and struck Vicky's claws. The metal weapons acted as a lightning rod, and several volts of energy surged through the villainess' body, effectively shocking her. When the attack stopped, it left Vicky twitching and singed.

Vicky angrily turned around and saw Sparky, who was standing up with his left hand out. His other hand was clutched over his stomach, holding his injury. He was panting heavily, and it was clear he was on his last leg. Vicky glared at him.

"You…little…"

Vicky was cut off, as three chin-a-rangs slammed into her side, cutting her. She looked to her side to see Cleft, looking just as tired as Sparky. He was grateful that his utility cleft did all the throwing, because he wouldn't have had the strength to do it himself.

"WHY YOU…" Vicky screamed, stepping toward him. But when she did, the floor gave way. Unlike the last time this happened, Vicky was tired from battle, and couldn't jump out of the way in time. She fell in the hole, and ended up hitting her head on the bottom, knocking her out.

Seconds later, Muncher Lad popped out of the ground, thankful it had worked this time. At this point, the heroes were exhausted, seven from fighting and Muncher Lad from having to chew through the tough walls and creating the entryway that allowed Fatale to enter. The combination of their injuries was enough to cause them to pass out.

* * *

Needless to say, the police and heroes were surprised when they managed to use the Chin to remove the debris and came in seconds later and saw eight students and a supposedly dead villain passed out on the floor. That and the fact that the Bull-E had been found and arrested earlier, allowed them to figure things out. Fatale was cleared, and Vicky was placed under arrest. Currently, the two of them were sitting in the back of another police van, Bull-E fuming and Vicky sobbing.

"Quit whining," Bull-E said. "You're giving Bull-E a headache."

Vicky glared at him, tears still in her eyes. "Shut up! It you had managed to bring my sister in, I still could have saved her! Now she's doomed to fall for the heroes lies forever!"

Any argument that might have resulted was interrupted by the van skidding to a halt (noticing a pattern here?). The sound of crunching metal was heard, and seconds later the doors to the van opened.

Instantly, Bull-E was surrounded by another ball of energy, while the figure responsible simply undid Vicky's restraints.

"The boss would like to speak with you."

* * *

Music Master's magic managed to heal the students effectively. Still, they would need a day of rest before they went back to training. The girls were laying on their beds, an awkward silence between them. After all, the last time they spoke they were chewing Fatale out. Finally, Trixie worked up the courage to speak.

"Listen, Tootie, we shouldn't have believed you were the one responsible for all that."

"Just forget it," Tootie said simply.

"You're really willing to forgive us just like that?" Princess asked.

Tootie smiled. "I really don't blame you. After all, Vicky was doing it so well."

"Yeah, but still, you're not mad at us?" Wonder Gal asked.

"No, I just want to put this whole mess behind me," Tootie said.

"So…still friends?" Wonder Gal asked.

Tootie smiled. "Still friends."

* * *

Back at the villains lair, Bull-E was once again being the source of the bosses fury.

"Well done, you fool. Thanks to you, the plan failed!"

"Hey, the lady messed up as much as I did!"

"I beg to differ. If you hadn't been incompetent enough to let Fatale escape, Vicky could have killed the other students easy! You're on thin ice, and I won't tolerate another failure. DO I MAKE MYSELF CLEAR?"

Bull-E trembled in fear. "Y-yes sir?"

"Good," the figure said. He then turned his gaze on Vicky, who was standing next to Bull-E, with tears in her eyes. "As for you, don't give up on your sister. You had been going to that school for five years before you saw the truth. We'll make sure your sister does too."

Vicky looked up, and some hope filled her eyes. "Really?"

"It's the least I can do for such a loyal soldier. When out next plan takes off, your sister will join us. I swear it."


	9. Substitute: Injury

Disclaimer:I don't own the Fairly Oddparents. Apparently, I don't own the term superhero either. It's joint copyrighted by DC and Marvel. Really.

A/N: Sorry this took so long. Anyway, here's Chapter 9! Oh, and see if you can catch a Danny Phantom refrence.

* * *

September soon faded into October. The leaves changed from green to brown as the cool weather began to come in. Things had been peaceful since Vicky's attacks and classes had been running smoothly. The only change was the location of the dorm. Now that the old dorm's location was known by a villain, the class was moved into a new building across town.

Upon hearing that Vicky had escaped police custody, Tootie freaked out and became very paranoid. She would jump at the slightest noises, constantly checked behind her back, and keep her claws ready at all times. In fact, for the first two weeks she refused to leave her dorm for any reason other than class. It took both her roommates, plus the boys to convince her to venture outside.

As the cool weather set in, so did the Halloween season. The school became decorated with Jack O' Lanterns and an assortment of other creepy decorations. Not that it affected training in anyway.

It was currently the weekend, and Wonder Gal was laying on her bed, staring at the ceiling. Her roommates were out, what they were doing she didn't care. She was too lost in her thoughts. The month of no villain activity gave her the opportunity to think. And in her thought, she had finally come to a conclusion.

She had a crush…on Cleft.

How it happened, she wasn't sure. After all, Cleft didn't seem like the one she'd fall for. For starters, his appearance wasn't exactly perfect. He had buckteeth that stuck straight out, his hair was always messy, and he was shorter than she was. To top it off, in his civilian disguise, he wore pink, an action that always generated stares in public. Whenever questioned about this, he'd reply with a statement that did not really answer the question, such as "Why don't you?" or "I'm a tad bit eccentric."

For another, he didn't have super powers. Her family wouldn't approve of him, as they strongly opposed powerless heroes and tried again and again to get them banned from the hero work. The only time they were ever willing to fight alongside them was during the Nega-Chin's attacks when every resource needed to be used. If she did, in fact, start dating Cleft, her parents would ballistic, and probably pull her from the Academy. In fact, if they knew Cleft was there at all, they probably would have done so already.

There was also the problem of her roommates. Trixie was no fool, she could tell her friends were developing crushes on the boy chin wonder as well. Eventually, the three of them were going to have to face each other about this, and their friendship may not survive.

But Trixie didn't care. She had a crush, and she would act on it. She had fallen for Cleft's sheer determination, his kindness to those around him, and his excellent skill on the battlefield (for a ten-year-old boy, anyway). She knew there was no running from it, she had to tell Cleft how she felt.

But the question remained would Cleft return her feelings? It was highly likely, since in or out of her superhero identity, she was super popular. Everywhere she went there were boys, regular and super powered alike, practically floating behind her with hearts in their eyes. But Cleft wasn't ordinary, even by hero standards. He seemed to be well trained enough not to wear his heart on his sleeve and not to act irrationally as a result of his emotions. On occasion, Trixie saw him staring at her, only to look away when she turned her head. During sparring matches with him, she noticed the way Cleft would sometimes go a little easier on her than she did on the others. Still, was this out of love, or was it just a crush?

Trixie lifted herself off her bed and changed into her civilian clothes.. She decided a nice walk would help clear her head. After she finished changing, she walked out of her room, then to the door. She opened the door to the hallway…

…and found Cleft, in his civilian clothes, on the other side.

"Oh, Cleft," Trixie said, surprised. "What are you doing out here?"

"I was just about to go for a walk," Timmy said. There was a moment of awkward silence before he spoke again. "Want to join me?"

"Trixie blushed a bit before answering. "S-sure," she said. With that, the two young heroes began to walk down the hallway.

"Trixie, we've been going to this school for about a month, haven't we?" Timmy asked.

"Yeah, that's about right," Trixie answered.

"And we've already fought for our lives twice, haven't we?"

"Yes, that's right," Trixie said. "We've sparred each other several times, too."

"Yeah, but we still don't really, you know, know each other," Timmy said nervously.

Trixie blushed a little at this comment. "I guess you're right. We never really talk outside of class. I always hang around the girls, you hang out with Muncher Lad and A.J., Sonic and Sparky mostly train on their off time...we never really meet outside our groups. Where are you're friends anyway?"

Timmy shrugged. "A.J.'s working on some invention, and I can't pull Muncher Lad away from his new video game...so it's just me today. What about the other girls?"

"They both went to the mall...I didn't feel like going. So, I guess this is are first time alone together..." For a moment, both heroes blushed as they realized what she had said. After a minute, she spoke again. "So...getting to know each other better. Why don't I start?" Timmy nodded.

So, Trixie began to explain her life. She explained how she was born in a big expensive mansion, and how, as a child, she had everything she wanted. She explained how her powers manifested themselves at five, when one of her toys fell under a couch and she lifted it over her head without thinking about it.

She then explained sadly how, when she was six, her mother died at the hands of the Nega-Chin. Another casualty of the villain's reign of destruction. She then told of how little saw her father the next two years, how he became so determined to avenge his wife that he took defeating the Nega-Chin to the point of obsession, leaving her to be raised by her bodyguard, a hero with strength nearly equal to Sergeant Strength's. She was crying at this point, and they had reached outside, so Timmy stopped walking and sat her down on a bench, then began comforting her as she finished her story.

She explained how, when she was eight, the Nega-Chin had finally been defeated (the exact date was only a few weeks after Tootie's sister defected to the evil side) and her dad finally came home and began to spend time with her again. She told of how he trained her, and how he tried to drill the powerless superheroes are bed rule into her brain, which was thrown out the window when she watched Timmy fight..

"So, you don't think I'm weak just because I don't have powers?" Timmy asked.

"Of course not. You took charge well when we fought Bull-E and Baby Shredder."

Timmy blushed. "All I did was make a few suggestions."

"Suggestions that saved our lives. You plan to beat Bull-E worked, and if Muncher Lad hadn't tunneled out of the school, Tootie wouldn't have intervened, and we would have been chopped into ribbons. You really are a great leader."

Timmy blushed, hoping Trixie wouldn't see. Trixie smiled. "Okay, now it's your turn. Tell me about you."

So, Timmy told Trixie about how he was born as the only son of Mighty Mom and Dyno Dad, a fact she knew already of the memories he had of his parents, and how much they loved him even though he didn't have any powers. She laughed when he told her about the time his dad tried using a outdoor grill he made himself, which resulted in a small explosion.

She then listened sadly as he told her about how his parents went into battle against the Nega-Chin in a remote location. They had chased him there after a long battle were several other heroes had been injured. No one knew what had happened, but the pair was never seen again. They were presumed dead. It wasn't necessary to tell Trixie this, their deaths were all over the news, so much so that even kids knew about it.

Then he told her about how The Crimson Chin, a close friend of his parents, took him in and began training him in martial arts and teaching him how to hold his own in a fight. He told her how, when he was eight, the Chin gave him his Cleft costume and began allowing him to assist in foiling minor crimes like bank robberies. Then he told her about how it was mere weeks later that he witnessed the Nega-Chin's fall, and how the Chin warned him that they might not have seen the end of him.

"So, the Chin thinks that the Nega-Chin's still out there? Why? Wouldn't he have tried something by now?"

"He's probably just biding his time. I mean, look at Vicky. She had the patience to wait two years to get her sister, and the Nega-Chin was a much greater villain than her. He could be out there, waiting somewhere."

"That's a scary thought," Trixie said, obviously a little scared at this.

"Hey, don't worry. If the Nega-Chin is still alive, the Crimson Chin will beat him. Besides, why would he want to come after us?"

She smiled. "I guess you're right." There was silence before she spoke. "You want to go get lunch?"

"Sure."

* * *

"Give it up, Crimson Crybaby," The Bronze Kneecap taunted. "There's no way you can stand up to the awesome might of…THE BODY OF EVIL!"

Yes, the Body of Evil was at it again. But this time, they weren't attacking on foot. They were riding inside a colossal robot that had attributes of each of the seven members. The Copper Cranium's skull, the Iron Lung's torso, the Golden Gut's belly, the Brass Knuckles' fists, the Titanium Toenail's feet, the Gilded Arches legs, and the Bronze Kneecap's knees all formed the terrifying robot, with all seven members piloting it.

The Crimson Chin, Catman, and Super Principle were currently engaged in the battle. The battle took place in Dimmsdale's neighboring town of Chincinnati. The other teachers were away on another mission. Fortunately, Sergeant Strength happened to be in town, and so was another hero: Skull Squishier, a hard core gunman who tended to ignore the criminal's civil liberties. Still, he had a hero license, which gave him the power to kill if necessary, so the law couldn't touch him.

The Body of Evil slammed his fist into the street, hoping to squish the Chin beneath it. However, the Chin was too strong. He caught the fist and struggled to keep it up. The Body of Evil pressed its fist harder, trying to make the hero into street pizza.

It might have, if Skull Squishier hadn't fired a mini-rocket. The rocket hit the robot's arm where the elbow would be and, although the rocket didn't do any serious damage, it still was enough to make the robot stop. The Chin took this opportunity to fly up to the robots skull and deliver a big hit with his chin. The robot stumbled, but managed to stay upright.

As the robot regained its balance, Super Principle unsheathed her claws. But these weren't ordinary claws. They were each a foot long, and much sharper than her regular ones. "Hey, Sargent, give me a lift."

Sargent obliged by lifting her off the ground. Principle straightened her body, and Sargent threw her like a javelin. She sailed through the air, claws first, straight at the robot's legs. She managed to dig one of her claws in the robot's left knee.

The Bronze Kneecap, who was in control of the knee's weaponry, saw her there and deployed one of a turret out of a compartment on the knee. It wasn't a very big one, like the one they used to destroy buildings, but it would be enough to get Principle off. Kneecap aimed the turret straight at Principal's head and fired. Fortunately, she was fast enough to swing her claws at the guns before any bullets left their chambers. The metal that made up the gun proved to tough for her to cut through, but she had clawed with enough force to push the turret aside. The bullets that came out missed her completely and flew into the streets. Fortunately, the area had been evacuated when the robot attacked, so they didn't hit anyone.

The turret tried to reaim itself, but Principle kept slashing at it until, finally, she managed to slice the weapon of the robot. As the chunk metal fell into the street, Principle began slashing inside the compartment on the knee, hoping to cut an important wire or fuel line. Realizing she was still clinging to the knee, Gilded Arches lifted the entire leg up and began shaking it, hoping to knock her off. Principle dug one of her claws deep inside the compartment, desperately trying to hold on. Finally, it stopped, and it appeared that she had one.

That is, until a gigantic version of the Brass Knuckles' hand wrapped around her and effectively pulled her off. The robot's hand raised up until it was parallel with its head,

At that point, a cat-a-rang came out of nowhere and impaled the robot in its inner arm joint. A beeping sound was heard, and then the weapon exploded. Unfortunately, the explosion did little damage, but it did blast open a small hole in the robot's arm. Catman, who was standing on a building to the side of the mechanical monstrosity, pulled out two more exploding cat-a-rangs and threw them, hoping to land an attack inside the hole he created. No such luck, the two weapons hit the robot's chest, the following explosions only causing minor dents in the robot's torso.

The robot turned its head toward Catman. Suddenly, the copper skull that acted as its head opened its mouth. Seconds later, a powerful gust of wind blew out the mouth at the hero, the work of the Iron Lung. Catman went flying, and probably would have slammed into something if he hadn't pulled out his cat chain and tossed it out. It wrapped around a flagpole sticking out of the building, stopping him from blowing away.

For a few seconds, anyway. The flagpole snapped in two, and he went flying once more. This time, however, the Chin flew in and grabbed his arm, stopping him from hitting anything.

The robot stopped blowing when the Body of Evil realized the Chin could resist the attack. However, after a pause, the robot's golden belly shot out, almost slamming into the Chin. However, the mandible of might was too quick, and the gut rammed into a building, causing it to collapse. The robot, undaunted, lowered its head and seconds later its head shot forward as well. The Chin barely managed to dodge this one.

Before the belly could retract, a missile flew through the air and struck the metal bar that was keeping it attached to the robot. The rocket severed the bar, and The Golden Gut's weapon tumbled to the ground. On the roof of another building, Skull Squishier gave a satisfied smirk.

Up in the cockpit, the Bronze Kneecap was angry. That is, until a light started flashing on the controls. His frustrated look turned into a malicious grin. He spoke into the microphone that allowed him to speak to the heroes his team was battling. "You and your comrades fight well, Crimson Chin, but not well enough! Now face the weapon that will bring about your destruction!"

On the exterior of the robot, the torso opened up. What came out was the biggest cannon any of them had ever seen.

* * *

"This has been really nice," Trixie commented. She and Timmy had gotten lunch at the mall food court. Timmy had ordered a full artery clogging meal from a Nasty Burger stand, while Trixie had simply gotten a salad from another place.

Timmy smiled. "Yeah. It was nice to be able to talk to you. We should do this more often."

Trixie blushed. "Yeah, especially since we may be getting into more fights like the one with Vicky."

"I wouldn't worry about that. It's been a whole month since anything has happened. I think things will stay quiet for a while."

Timmy had no clue how wrong he was.

* * *

The Body of Evil's cannon made a charging up sound before unleashing a huge beam of energy. The heroes managed to avoid it, and the beam struck the street, leaving a smoking crater where it had struck.

Super Principle, meanwhile, had managed to get one of her arms free from the robot's fist. She quickly unsheathed one of her giant claws and began slashing at the robot's wrist, hoping to be able to cut through the robot's metal. Unfortunately, Brass Knuckles noticed her.

"Oh no you don't," he said, then commanded the robot's arm to throw her toward the ground. Principle was thrown so fast that hitting the pavement would have liquidated her. Which is probably what would have happened, if not for the fact that Sargent Strength hadn't seen her falling. He ran into her flight path, leaped up, and caught her in midair. The two went tumbling down, but with no major injuries.

The cannon fired again, heading straight toward Strength and Principle. The two heroes separated and dodged, barley managing to escape the attack. Before the cannon could fire again, The Crimson Chin flew in and shot his justice-vision at the weapon. The attack hit the side of the cannon, but except for a scorch mark, didn't seem to do any damage.

"How foolish you are, Crimson Chin," Bronze Kneecap gloated. "I invented this cannon for the purpose of destroying you. Did you really think I would make it vulnerable to your attacks?" With that, the cannon turned toward the Chin and fired.

The Chin was expecting a damaging attack, but nothing like what he felt. The second the beam hit him, he felt pain. Excruciating pain. Like every atom in his body was being torn apart. After three seconds, which felt to the Chin like three years, the beam stopped, and the Chin fell to the ground, unconscious.

The heroes were stunned that the Chin was down after just one attack. The villains laughed evilly. "A chintanite cannon. One of my personal designs," Kneecap boasted. He aimed the cannon again and prepared to finally receive his long awaited revenge.

But Skull Squishier wouldn't allow that. He and the Chin may have disagreed on how to do things, but they were still allies. Which is why he pulled out the weapon he did. He usually didn't use it, as it was really powerful and rare, but this was an emergency.

The weapon was a very powerful missile launcher. It was nuclear, but made so as not to cause any damaging radiation. Squishier aimed his missile and fired it straight at the cannon. The projectile landed right inside the barrel of the weapon.

The resulting explosion blew the cannon into several different pieces. It also managed to severely damage a lot of important parts to the actual robot. Needless to say, the robot fell down, completely deactivated. The cockpit had blown apart, burying its occupants in debris, either knocking them out or breaking at least one of their limbs. At any rate, none of them were getting away.

Which was good, because none of the heroes were concentrating about them. They were more worried about the Chin, who was laying in the center of the street, looking like he was about to die, which was probably true. The heroes were in a frenzy.

"Quick, get him to a doctor!"

"What about the Body of Evil?"

"They're too damaged to put up a fight, the police can handle it."

"He's right! Let's move, move, MOVE!"

* * *

"Disappointing," the shadowed villain said as he watched the Body of Evil being led into police vans. "They were so close, they tripped at the finish line."

The figure at the monitors spoke up. "Sir, should I have them retrived from the authorities?"

"Yes. We'll need all the help we can get for the upcoming mission."

"What mission?"

"Now that the Crimson Chin is weakened, he'll be a vulnerable target. We'll launch an attack on whatever hospital he is taken to. I want you to be participating in that mission."

"Actually, sir, I was thinking that I might be able to take this opportunity to destroy the kids. Without the Chin to protect them, I could easily infiltrate the Academy."

The villain paused in thought. Finally, he spoke. "Very well, I'll allow you to carry out your plan. Go, and don't fail me.

* * *

News had spread quickly of the Chin's injuries. So quickly, that the next morning, it was all the students could talk about. They sat in the classroom, wondering who would be teaching the class that day.

They got the answer soon, as the teacher walked through the door. He was tall and pale, with a bony, almost skeletal body. He wore glasses and had black hair. He wore a red jumpsuit with a blue cape. But his most unusual features were four metal tentacles growing out of the sides of his body.

"Hello, children. My name is Dr. Crocktopus."


	10. Substitute: Hard Knocks

A/N: Here's a new chapter for you! Big thanks to all that have reviewed. I used a few jokes from the show for this chapter, but most of it is original.

Disclaimer: Fairly Oddparents copywrite Butch Hartman, Federator, and Nickelodeon. The term Superhero copywrite DC and Marvel, though they don't seem to care if anyone uses it.

* * *

The students stared at the new teacher floating at the front of the class. There was something…off about him. His smile disturbed the kids, as it seemed to have a malicious nature to it.

"I will be your substitute teacher while the Crimson Chin is recovering from those nasty wounds he received. Any questions?"

Cleft shot his hand up. "When will the Chin get out of the hospital?"

"I'm afraid no one knows. In fact, they're not even sure he will recover." Despite the tragedy of this news, Crocktopus' smile never faltered. In fact, it seemed to get bigger.

Muncher Lad was next. "What's you're superpower?"

"I am a four tentecaled master of the mystic arts." Suddenly, Crocktopus' body and tentacles straightened. "ARTS!" he yelled, before reverting back to normal, leaving a slightly disturbed class.

"…You're weird," Fatale said.

"Says you! And several psychiatric experts, but that's beside the point! Now then…" Crocktopus picked up a clipboard with one of his tentacles and held it in front of his face. "According to the Crimson Chin's lesson plan, you are to perform five laps around the town today, but that seems to easy. So instead, let's make it…FIFTY!"

"WHAT?" the entire class shouted.

"That's right…WITH WEIGHTS!" the teacher shouted. He then thrust his tentacles forward, and a blue light radiated from their tips. Suddenly, the weights the class wore during their jogging exercises appeared on their wrists, already at their pre-set weights. Every student's wrist hit their desks from the sudden change in weight. "Now then…OUTSIDE!" Suddenly, a field of the blue aurora surrounded him and the students. When it cleared, they all were gone.

* * *

A blue light appeared below the Academy, and when it cleared, the students and Crocktopus stood in its place. While the students were realizing what had happened, he spoke. "Now…following the Chin's usual route…GO!"

Deciding that sticking around might result in more work, the kids took off as quick as they could.

"HOLD IT!" Crocktopus shouted. The students groaned and stopped. One of Crocktopus' tentacles lashed out and grabbed A.J.'s chair. It pulled the mechanical device out from under him. He fell a short ways before managing to catch himself with his mind powers.

"NO MECHANICAL ASSISTANCE!" the teacher yelled.

"But…" A.J. began.

"NO EXCUSES! NOW BE QUIET, OR I'LL GIVE YOU AN F!" Not wanting to ruin his perfect grade point average, A.J. silenced himself. "Well, what are all you standing around for? GET TO RUNNING!"

The students obliged with this demand, taking off in the direction of the path. Crocktopus watched as they ran out of sight.

As soon as they were gone, Crocktopus turned his attention to the chair he now gripped in one tentacle. Smiling wickedly, he brought another tentacle up to the device. This time, the tentacle made a blue ray of light come forth. It ran over the entire chair, then vanished.

Smiling, he released the chair. He then brought another tentacle up and created a ball of blue light, about a foot in diameter. In this ball, an image began to appear.

"Master…Master, can you hear me?" Crocktopus asked.

The image on the ball had cleared. On it was an image of the mystery villain, his two red eyes peering through the darkness of the room he was in.

"Crocktopus? Have you completed your mission already? That was quick."

"No, Master, but I did get something else interesting. I'm sending it to your computers now." Using his powers, he transported the information his scan picked up into the villains' computer. "They are scans of very advanced machinery…belonging to the son of Professor Brain."

Even through the shadow's of the mystery villain's room, you could see a set of razor sharp teeth twisted into a cruel smile. "Excellent…these could prove useful at a later date…excellent work, but I trust you have not forgotten your primary assignment?"

"Don't worry! I won't leave until I've destroyed those kids or brought you that other thing I promised."

"I'd prefer the former. And remember: Tootie is not to be harmed. I promised Vicky that in payment for her services."

"Understood," Crocktopus said, cutting off the transmission. He looked off in the direction the kids had ran, and smiled. "Those kids…they have no clue what they're up against."

* * *

"Ordinarily, I wouldn't tolerate failure," the villain said to Kneecap, who was kneeling on one knee in front of him. A cloak once again covered the villain, his only distinguishable feature was his two red eyes. "However, since you managed to weaken the Crimson Chin enough for us to deliver the final blow, I'll excuse it this time. However, I trust you'll fight more competently in the future?"

"Yes sir," Kneecap muttered through gritted teeth. He hated taking orders, but knew how powerful this guy was. Besides, word of the assault on the hospital had already spread, and Kneecap wanted to be among the crowd that finished off the Chin.

"Good. Now, if this assault fails, I want you to redesign the chintanite cannon. Make it so it can resist another shot from that gun wielding fool that destroyed it last time. But for now, concentrate on the upcoming assault, would you?"

"Yes sir. When is it scheduled?"

"As soon as our undercover agents complete an assignment there."

Kneecap became confused. "If you have agents on the inside, why not order them to kill the Chin?"

"Sadly, the only agents I could get undercover don't have the proper weapons to damage the Chin. Even in his weakened state, that do-gooder is still resistant to everything except chintanite, and we are unable to sneak any significant amount in undetected. Now, leave me."

"Yes, sir," the Kneecap muttered, more resentful then ever, before getting up and leaving.

The villain turned back to the computer Crocktopus usually worked at. "Soon, Crimson Chin…soon."

* * *

The Dimmsdale Superhero Hospital was another building which, like the Academy, floated high above the city. It was one of the few hospitals were heroes could be taken in without fear of having their identities exposed to the world. Heroes could be teleported from just about any point in the world, so patients could be treated quickly in an emergency.

Needless to say, security was tight in the building. A powerful force field protected the exterior. Every object brought in had to be scanned and checked throughout before they were permitted to be brought inside. Even the guards and doctors were forced to undergo procedures before starting on work.

"Are you sure this is a normal clock, Dr. Bender?" a guard asked, holding up a metal sphere with a clock in the center of it.

Dr. Bender was a fat man with black hair resting on the top of his head. He wore black framed glasses and was always smiling, revealing a set of shiny and perfectly aligned teeth. "Sure I'm sure," he replied. He spoke in a Brooklyn accent than had a squawk to it, which suggested it might belong to a parrot. "Why wouldn't it be?"

"It's just that our machines can't identify the material this thing is made of."

"Oh, that, it's a synthetic metal of my own design. I invented it in my spare time."

"I see. But why are you bringing this clock in?"

"For my office, of course."

"And why make a clock out of the mystery substance?"

"Does it matter? Besides, did the scans or X-rays pick up anything dangerous?"

The guard thought it over. True, there was nothing that showed up during the scans than suggested this clock was dangerous. On the other hand, there was no telling what this mystery metal could do, and with the Crimson Chin in critical condition, every precaution had to be taken. Still, this doctor was assigned to treat the Chin, so a delay in the doctor's duties could prove fatal to the legendary hero.

"...Alright, you can take it in," the guard said at last, handing the device back to the doctor. Smiling, Bender pocketed the device in one of his giant pockets and walked into the hospital.

No one heard the doctor mutter "Idiots...they have no clue what's really going on here."

* * *

By the time the eight students finished their run, they were all exhausted, even more so then they usually were after a workout. A.J. hadn't been able to float the entire way. After all, he was only able to be without his chair for thirty minutes. He only made it because his friends had carried him when he couldn't hover any more.

Now, the eight students were laying in the Academy gym, resting their tired muscles or, in A.J.'s case, brain. Crocktopus hovered nearby, leering at them.

"Well, apparently you children can endure after all. But you still need a bigger workout," he sneered. The class groaned at this statement. The teacher ignored this. "You will next be doing a dodging exercise," he said. While he was saying this, he grabbed A.J.'s chair, which was floating nearby, with one of his tentacles, and placed it next to the child scientist. A.J. climbed inside of it, happy to have it back.

"Now then, we will begin the exercise...now!"

The kids looked surprised. "But we're still recovering from all that jogging," Wonder Gal pointed out.

"TOO BAD," Crocktopus yelled, then stuck his tentacles straight out. Suddenly, several spheres of blue energy shot from the mechanical appendages. The kids, caught off-guard by this assault, barely had time to dodge.

"Hey, what are you doing?" Cleft asked.

"DODGING EXERCISE!" Crocktopus yelled, firing several more shots. "DON'T GET HIT!"

"You could have given us a warning!" Muncher Lad complained.

"You don't get warnings in the field," Crocktopus stated while continuing his relentless assault.

The students didn't say anything else to him, partly because they were to busy dodging, but they heard Sonic comment "Man, he's even more intense then my dad."

* * *

Dr. Bender entered the room where the Chin was being treated. It was Bender's job to monitor the Chin's progress and make sure his condition was stable. Bender checked the machines the hero was hooked up to, which were measuring his heart and breath were normal. After looking them over, he concluded that he would be okay for another thirty minutes and left.

Nobody noticed that he had dropped his clock in the room.

And after a few seconds, a hatch at the top the clock opened and a head popped out.

Yes, there was someone in the clock. He was short, even to a midget, but he still possessed a valuable ability: he could explode, in a great explosion, and damaging everything around him while he remained unharmed. That ability, coupled with his quick temper, earned him the villain name Short Fuse.

Short Fuse's outfit was specially made not only to remain unharmed by his explosions, but to fool security scans, which is haw he snuck in. Unfortunately, Short Fuse didn't have enough explosive power to take out the Chin, even in his weakened state. However, he could do the next best thing.

Carefully, Short Fuse turned on the rocket boots on his feet and flew up to a security camera hanging from the wall. Besides his explosion powers, Short Fuse also possessed and excellent skill in sabotage. Quickly he changed a few wires on the camera. This would put the feed in a loop for a few minutes. He then reactivated his rocket boots and flew to the next camera, careful not to be seen by it, and did the same thing. He then proceeded to do the same to the other two cameras in the room.

Finally, when all the cameras were merely replaying earlier footage, Short Fuse flew to the bed where the Chin was laying, unconscious. Smiling cruelly, he pulled another device out of his suit.

It was a needle, the kind used to draw blood for a blood test. The tip had been coated with chintanite, just enough to be able to pierce the Chin's skin. The tiny villain stuck it in the Chin's arm and withdrew some of the Chin's blood.

Short Fuse smiled. He was one of the few that the top villain had let in on his plans, so he knew what this was needed for. The one in charge hadn't told those other fools...Kneecap, Bull-E, the others in the Body of Evil...they were too blinded by their desires to be reliable servants. But a select few...Short Fuse, Crocktopus, Bender...they knew what was going on. They had no supreme wants other than to be able to cause havoc and villainy...they were completely loyal.

Smiling, Short Fuse withdrew the needle back in his armor and jumped back to the floor. He walked back to where Bender had dropped him. He withdrew himself into his armor and waited.

About thirty minutes later, Bender walked in for another check-up. This time, before he left, he picked up Short Fuse and pocketed him. Everything happened according to plan.

* * *

The entire class sat at their desks, more tired than ever. Their arms felt like lead, and their lungs were practically burning from lack of air. Crocktopus floated behind the Chin's desk.

"Well class, you managed to last through another exercise. And there is only a few minutes before lunch." This was the best new any of the students had heard all day. "Which means it's time for...A POP QUIZ! Quick, how many seconds in a year..." A.J.'s hand shot up. "...ON MARS?" Before A.J. could lower his hand, Crocktopus pointed at him. "YOU!"

"Uh...uh.." A.J. stuttered.

"TOO LATE! Fs! FS FOR EVERYONE!" Crocktopus shouted, pulling a cord next to him. Instantly the ceiling opened and several sheets of paper with big, red Fs on them rained down on the students.

"Wow, look at all the failure," Muncher Lad commented. Fortunately, at that point, the lunch bell rang.

"Well, students, there's the bell. You can go," Crocktopus commented, but it wasn't necessary. The students were already gone.

* * *

Short Fuse entered the top villain's domain. The one in charge was standing there, cloak draping over him, hiding his identity.

"Boss, I have what you asked for," he said proudly, holding up the needle containing the Chin's blood.

"Excellent...that's an important piece for obtaining my ultimate goal. Is Dr. Bender still at the hospital?"

"Yes sir. He's awaiting the signal to begin his part in the assault."

The villain smiled. "Excellent...rally the troops. We will begin in mere hours!"

* * *

The second half of the school day was pretty much like the first half for the exclusive class. Crocktopus sprang fifty more pop quizzes in two hours (Crocktopus bragged that it was his personal best) and sparring that day didn't end until one of the fighters became unconscious. None of the students had ever been so happy to hear the last bell of the day ring.

The students were so tired that they all decided to go to Cleft's dorm to rest their aching muscles. They were currently laying on the floor, with huge bags of ice over their limbs, hoping to soothe their aches and pains.

"Uh...I have sore muscles I didn't even no I had," Elmer said, placing a bag of ice on his legs.

"Tell me about it," Sanjay said. "I think even my dad would think that guy was too extreme."

"Yeah," Timmy said, "There's something...off about this guy."

"No, duh," Veronica commented. "You'd think he liked seeing us suffer."

"Look, maybe we should just watch some TV and get our minds off of today," A.J. suggested, turning on the TV. This sounded like a good idea to the others, who began debating what to watch.

* * *

"Dr. Bender, Dr. Bender, you must get to safety!" a guard yelled, trying to get the doctor to move.

"And why should I do that?" Bender asked mockingly.

"Because a small army of villains is heading for the hospital! We're going to be attacked."

"Yes...exciting, isn't it?" Bender asked.

"What?" the guard asked, caught off-guard by the doctor's response.

Bender didn't answer, he simply walked over to a box located on the wall. "Tell me, this is one of the force field generators, isn't it?"

"Yes..." the guard answered nervously.

"And if even one generator is destroyed or disconnected, the entire thing short circuits, correct?" Bender asked, opening the box, revealing an array of wires.

"Wait, what are you doing?" the guard demanded.

Bender didn't answer. Instead, he grabbed a fistful of wires and pulled them out, disabling the shield.

"What are you doing? You're practically inviting the villains in here!"

"That's the idea," Bender said, smiling. "Did you know the metal I developed can trick security scans? Allow me to show you what I snuck in."

The guard reached for his gun, but Bender was quicker. The last thing the guard saw was a buzz saw coming strait toward his face.

Grinning, Bender withdrew his blade back into his mechanical backpack hidden beneath his lab coat. Then, he began briskly walking toward the entrance. After all, any second now the villains would arrive, and he didn't want to miss the show.

* * *

Back at Cleft's dorm, the girls had won the fight for the remote and had turned it on _The Kissy Kissy Goo Goo Hour, _a incredibly romantic soap opera than none of the boys except Timmy seemed to be paying attention.

"Oh, Roderick," a blonde haired girl on the TV said. "I have a horrible secret, and that horrible secret is..."

At that point, the show stopped. "We interrupt this program for special bulletin," an announcer said.

"Awwwwww," the girls (and Timmy) said.

"The Dimmsdale Superhero hospital is under attack by a small army of villains, no doubt hoping to eliminate the Crimson Chin," the announcer said, as the TV screen showed an image of the hospital being approached be several well known villains.

"WHAT?" the kids asked simultaneously.

"To make matters worse, the force field surrounding the building has been disabled. Heroes are already on the scene, but how long can they last against this attack force? This is Chet Ubetcha saying, 'WE'RE ALL DOOMED!'"

:Oh my gosh! That's horrible!" Cleft exclaimed.

"Not as horrible as what's going to happen to you," a voice said.

The students turned around, and were surprised to see Crocktopus floating there. "If you thought my earlier training was tough, just wait! I'm about to show you the school of hard knocks!"


	11. Substitute: Crocktopus

A/N: I'm sorry this took so long, but this chapter was a pain to right. I didn't know how long I should concentrate on the assault on the hospital, or how to bring up some of the plot twists. I did my best, so give me some credit.

Disclaimer: I do not own any of the characters in this fic. The term superhero copyright DC and Marvel.

* * *

Crocktopus, grinning like a madman, let loose a huge blast of magical energy. The students, now feeling less tired, jumped out of the way. The energy hit the couch in front of the TV, turning it to a pile of ash.

"Hey, what are you doing?" Sparky demanded.

"What's it look like I'm doing? Annihilating all of you!" Crocktopus declared gleefully, lashing out his mechanical tentacles. The metal appendages flew straight at the heroes-in-training, who scattered in every direction to avoid the attack. Cleft pulled out his staff and jumped in the air, hoping to slam down on the evil teacher. However, Crocktopus saw him coming and grabbed him in midair with one of his tentacles.

"You're actually trying to fight me? ME? The great descendent of Alden Bitterroot, the greatest witch that ever lived? You really are a fool," Crocktopus said. And with that, he threw Cleft at the wall with great speed. However, Wonder Gal leapt up and caught him in her arms before he made impact.

"Whoa…thanks," Cleft said. Then it dawned on him that he was in Trixie's arms, and he blushed. Trixie blushed too when she realized what she was doing.

None of the their classmates noticed this, because they were preoccupied with staying alive. Sonic jumped forward and let out one of his ear splitting shrieks. The sound waves hit Crocktopus with full force, causing a ringing in his ears.

"AAAAHHH! You annoying little BRAT!" Crocktopus yelled, lashing out one of his tentacles and wrapping it around the young hero. "I'll squeeze the life out of you!" With that, he tightened his hold on the Indian hero. Sonic couldn't scream since he couldn't breath.

Sparky attempted to shock the mad teacher with a huge static bomb. Unfortunately, he saw it coming and put up a magic shield to save him. "Nice try…but you can't hurt me!" he bragged, lashing out another tentacle and catching Sparky in an iron grip. He then proceeded to crush him.

Crocktopus smiled triumphantly then suddenly flew a few inches to his left, which was because Fatale was right behind him and attempting to sink her claws in his back. "You think I couldn't hear you coming?" he asked mockingly, grabbing Fatale with another tentacle. "I've eliminated heroes much more powerful than you insignificant insects. By the time I'm done with all of you, you'll either be dead, or wish that you were!"

Princess attacked next. She let loose a mini blizzard at the teacher, who, instead of putting up a shield, brought up his only empty tentacle to block. The top of the metal appendage was encased in ice, but Crocktopus wasn't phased. He simply swung his tentacle like a club and struck the heroine with it. The ice shattered and Princess was knocked to the ground because of it. Smiling, he took the dazed girl in his final mechanical limb.

"HA! None of you can stop me!" he boasted.

"Wanna bet?" Wonder Gal said before rushing at him. Having none of his tentacles available, he put up a magic shield to block her. Trixie let loose several punches in rapid fire, hoping to pierce the shield.

"HA! You can't break my shield!" he said, before putting another one behind him. This one was to block a chin-a-rang Cleft had thrown at his back. "You fool, that won't…" Crocktopus began, but he was cut off, because the moment Cleft's weapon hit the shield, it exploded. Crocktopus wasn't hurt, but the explosion caught him off guard enough for him to loosen his grip on his captives.

Now able to breathe again, Sonic inhaled and unleashed the loudest scream he could muster directly at the villain. Again caught off guard, Crocktopus dropped his captives and, out of reflex, brought his hands to his ears, which caused him to drop his shields as well.

The students took advantage of this distraction. Fatale jumped at him and slashed him with her claws. The claws cut across his stomach, but not very deep. Annoyed, Crocktopus grabbed her by the collar with one of his tentacles and threw her off. Wonder Gal came in next and jabbed him in the gut. This pushed him back a bit, and into a stream of debris being spat out by Muncher Lad, who had munched the TV. Crocktopus was caught off guard by the attack, which left him open for Cleft to attack with his staff. He slammed into the teacher's side, which pushed him to the side, allowing Princess to fire a few icicles at him. Unfortunately, the mystic arts master had finally got his guard back up, and blocked the attack with a shield. He then fired another ball of mystic energy at the kids, causing them to scatter.

"You annoying little pests! I was considering just killing you quick and painlessly, but now I'll make your demise so agonizing, they'll have to think of new words just to describe it!" With that, Crocktopus raised all four tentacles and summoned magic from each of them. He then flung them forward and threw four discs of magic at the heroes. The first one headed for Sparky, who managed to avoid it by knocking it off its path with a well-placed static ball. The second headed to Princess, who quickly created a shield of ice to protect herself. The shield was shattered, but she remained unharmed. The third headed toward Fatale. She had enough reflexes to dodge it. The forth headed toward Wonder Gal, who performed a Matrix style dodge. However, it wasn't completely effective, as a disc grazed her arm, cutting near the shoulder.

She winced, but ignored the pain. Crocktopus began firing more magical blasts. Cleft ran for cover, and ended up diving into the kitchen. Muncher Lad popped out from under the floor, having tunneled underground to avoid damage.

"There's no way we can fight him," Muncher Lad declared. "We have to run!"

"Where?" Cleft asked. "There's nowhere we could hide from that guy. And every hero that could help us is defending the Chin. We have nowhere to go!"

"Yeah, but if we split up, he can't follow us all! At least some of us would survive, unlike all of us dying if we stay here!"

Cleft thought a minute. "I guess that's our only option. OK, tell the others we fight our way outside the dorms, then split up.

"Got ya," Muncher Lad said before tunneling back underground. Cleft readied his staff and rushed out back into the fray.

In battle, Crocktopus was dodging the heroes' attacks with relative ease. Wonder Gal tossed her lasso in an attempt to wrangle the villain, but Crocktopus caught it with one of his tentacles. He then gave the rope a tug, causing Wonder Gal to tumble toward him. He then thrust out another tentacle and rammed the young heroine in the chest with it. She went flying back, hitting the wall and going through it, leaving a Wonder Gal sized hole in it.

Cleft jumped at Crocktopus and attempted to slam his staff into his enemy's face. However, the cruel educator saw him coming and dodged the attack with ease. He then lashed out one of his tentacles in an attempt to inflict damage the hero. But he underestimated Cleft's speed, and the boy chin wonder leapt to avoid the attack, landing on top of one of the tentacles. He then leapt straightforward and swung his staff, attempting to hit him in the side of the head. However, he didn't get close enough, as another tentacle grabbed him by the cape. Smiling, he lifted him above his head and spun him around like a helicopter blade before throwing him through the same wall he threw Wonder Gal through.

Sonic inhaled to let loose another scream, but Crocktopus saw him. "Oh no, not this time!" he said, lashing out one of his tentacles and wrapping it around him, making sure to cover his mouth. "Now, the only screams you'll make are ones of PAIN!" he said, trying to crush him. However, before he could, Sparky leapt forward with an electric attack ready. He tossed approximately three hundred volts at his opponent. However, a magic shield stopped the attack from doing any damage. Crocktopus snaked another tentacle out and caught the electricity-generating hero.

"HA! You lose!" Crocktopus gloated. However, Sparky just smiled and began to charge up. "Trying to shock me? HA! You do, and your friend gets shocked too!" Sparky powered down. He was right. Since Crocktopus was still holding Sonic, any current he sent through him would also hurt his classmate. "Good, you're beginning to understand your situation. Now, be still while I kill you!"

However, what he didn't notice was that Sonic had managed to struggle enough to free his mouth. Now that if wasn't covered, he inhaled and let loose a sonic scream. The ear splitting noise shocked the villain and allowed the pair to escape. They quickly ran to a safe distance

Sparky turned around and threw a static ball at his enemy. However, Crocktopus summoned some magic around his hand and batted it away as easily as one might swat away a fly. Following that, Princess tried tossing a few icicles, but the insane teacher fired a few tiny magic blasts, each of which made contact with an icicle, destroying them. He then lashed out another tentacle, grabbing Princess and slamming her into the ground, his tentacle still holding her down. A.J. fired a brain blast, but Crocktopus shielded himself, then grabbed the ten-year-old genius and slammed him to the ground right next to Princess.

"Now, hold still while I crush you," Crocktopus said, readying his to empty tentacles to crush his captives heads. But before he did, he suddenly lashed one of the metal appendages behind him and caught Fatale in mid-air, who was trying to land an attack on his back. "Didn't you learn the first time you tried that?"

To Crocktopus' surprise, Fatale smiled. "As a matter of fact, I did!"

Suddenly, the evil teacher was bombarded with debris, courtesy of Muncher Lad. The attack caught Crocktopus off-guard, as he was busy gloating over his capture. Out of surprise, he released his hold on his hostages. They quickly decided to put distance between them and the raving psycho. They ran (or, in A.J.'s case, floated) to Muncher Lad, who was standing at the entrance to the dorm. Crocktopus looked at them with a glare that showed pure anger. "You…little…"

Muncher Lad smiled, revealing the digging devices attached to his teeth. "Catch us if you can!" he taunted, before he and the other three ran into the hallway. At that point Crocktopus realized that none of the students were in the dorm. Angrily, he floated out into the hall.

"You can run, but you can't hide!" he declared, then caught a glimpse of Fatale rounding a corner. Smiling, he flew after her. "I'm coming for you!" he taunted, rounding the corner. The students were no longer in sight, but he could still hear their footsteps. Smiling, he followed the sound. He would find them eventually. It was only a matter of time.

* * *

Bender watched through the window at the carnage in the streets down below. He was grinning like the Cheshire Cat at the thought that eventually the villains would overpower the heroes. He turned and leisurely walked out into the hospital hallway. There was no hurry. Nearly every villain in a hundred-mile radius had shown up for the attack. It was inevitable that they win.

"Sir, what are you doing?" an aged voice asked. Bender looked over his shoulder and saw Catman, a little damaged from battle but otherwise fine, running toward him. "Why aren't you in the doctor's safe house? The hospital's under attack, and our force field is down! They could break in at any second!"

Bender continued smiling. "I'm aware of that. But I can't get to safety. I don't want to miss the part where the Crimson Chin is eliminated once and for all!"

Catman's eyes widened in shock. "You…you're a villain! You're the one who disabled the force field!"

"Bingo! You're a lot smarter then that bozo guard I chopped to pieces. Of course, that doesn't mean I won't do the same to you!"

With that, Bender ejected one of his buzz saws from his backpack and thrusted it at Catman. The aged hero dodged, but Bender had a second blade ready. He brought it forward and managed to hit his opponent in the arm. The blade cut through the hero's armor with ease leaving a deep cut on the side of his arm.

Smiling, Bender withdrew his weapons slightly, the blades still spinning on the ends of the mechanical arms holding them. "It would be best to give up. My weapons are specially made to pierce body armor. Not to mention, these blades aren't my only weapons. WATCH!" With that, two more arms came out of the pack, both of them topped with drills instead of saws. Smiling, Bender thrusted these drills forward, hoping to pierce Catman's chest. Fortunately, he dodged, then quickly pulled out a cat boomerang and tossed it at the doctor. However, he intercepted it with one of his blades, cutting it in two. He then threw the other blade at Catman, who dodged and pulled out his chain. He tossed it out and wrapped it around one of his legs. He then pulled hard, causing Bender to lose his balance and begin to fall.

But he never hit the ground, because he was surprisingly agile, he performed a full flip and landed on his feet. The then came in and slashed at Catman with his blade. Catman dodged the swipes, then tossed his chain again. This time it wrapped around one of the blade's arms. Annoyed, Bender tried to cut the chain with his other blade. But, to his surprise, the chain remained intact. Surprised by this, it gave Catman enough of a distraction to run in and kick him in the face. Bender went flying toward a wall, but before he hit he performed another flip and hit the wall feet first. Then he shot from the wall and toward Catman, blades swinging.

Catman dodged the initial attack, but Bender landed feet first and immediately began a series of attacks at the hero. He was thinking clearly now, and had remembered what he had been taught about Catman, and how his chain was infused with the same magic that made Wonder Gal's lasso unbreakable. He would remember that now. He continued to swing his blades and jab his drills, hoping to inflict mare damage.

After dodging another blade, Catman threw his chain again. This time, however, Bender dodged it and thrusted his drill forward. Catman pulled out his grappling hook and shot it at the ceiling. The grapple hit its target and pulled Catman up, causing the drill to miss him. "You can't hit me up here, villain!" Catman declared, tossing three more cat boomerangs. Bender cut these with his blades, then smiled.

"Actually, yes I can!" With that, he pulled out two more arms, both with magnets at the ends of them. Bender continued smiling as sparks began generating from them. After a few seconds, a bolt of electricity came from the weapon and headed straight at Catman. He quickly let go of his grapple and dropped to the ground. The bolt hit the ceiling, leaving a scorch mark where it hit. Bender scowled at missing, but his mouth quickly twisted back into his eerie smile and he shot another bolt from the other magnet. Catman dodged this one too, and quickly tried to decide what to do. His boomerangs would be cut in two before they reached their target, hand-to-hand combat would be too dangerous, and Bender had learned to dodge his chain. Going over those options, he decided the chain was the only thing that could possibly work, so he readied it again.

He lashed it out at Bender, who dodged and countered with a blast of electricity. Catman ducked to avoid it and lashed his chain out again. This time, it hooked around the arm of one of his drills. He pulled forward, causing Bender to lose his balance for a split second. Catman took advantaged of this temporary distraction to run in and attack. First he kicked him in the stomach, then the face. Bender was sent back, where he hit the wall behind him. Catman ran in and attempted a flying kick. However, Bender regained his senses and saw it coming. To counter the attack, he swung one of his blades and hit Catman in the side. The aged hero let out a yell of pain and fell to the ground. Now back on his feet, Bender smiled and jammed both of his drills in Catman's back.

As said before, Bender's weapons were specially designed to pierce body armor. That meant that both drills were drilling right into Catman's back. Needless to say, the veteran hero was in a great deal of pain. As Catman let out a cry of pain, Bender let out a sadistic laugh. "Look at the mighty Catman now!" he said, as his malicious laughter echoed through the hospital's hallways.

Fortunately, Catman was spared from any further pain by a blast of tie-die colored energy, which hit the mad doctor in the side. Bender went flying into a wall, hitting it hard. When he regained his senses, he saw Power Flower helping Catman up. "Well, well, well, another loser hero for me to pound."

PF glared at Bender. "You monster! Even though I oppose violence, I will still fight you nail and tooth," he said, tossing two more tie-die beams at Bender. The doctor, however, dodged these with ease.

"HA! A stupid hippie couldn't beat me if his life depended on it. Which, unfortunately for you, is the case here!" And so, the two opponents leapt at each other, and a new battle began.

* * *

The students ran through the hallways of the dormitory in a desperate attempt to lose their enemy. They reached the stairs and began to descend them. However, before they got more than three steps down, the stairway burst apart, and Crocktopus rose from the wreckage. "Going somewhere? Let me answer that for you: NO!" he laughed, thrusting his tentacles forward. The class scattered in all directions.

"How'd you get in front of us?" Muncher Lad asked, dodging another tentacle swipe.

"Foolish child! Have you forgotten that I have the power to teleport?" he laughed, firing magical blasts in every direction. Sparky jumped at him with a blast of electricity ready. However, Crocktopus grabbed him with one of his tentacles. But, instead of panicking, Sparky smiled. It was at this point that Crocktopus realized his mistake. He wasn't touching any of Sparky's classmates, which meant nothing was stopping him from shocking the teacher.

Sparky took advantage of this and sent out all the electrical energy he could muster. Crocktopus screamed, more in surprise than in pain, and dropped his hostage. He was temporarily stunned, allowing the students to get past him and jump to the bottom floor.

Well, not all the students.

Cleft, who was bringing up the rear, had just jumped and was falling to the floor when suddenly he felt his cape tighten around his neck. "You're not going anywhere, Turner!" Crocktopus laughed maniacally.

Gasping for breath, Cleft looked down at the lower floor. To both his relief and horror, his classmates had already run out of sight. That meant they were safe, but it also meant that he would have to face Crocktopus alone. He looked up at his opponent. He was holding his cape in one of his tentacles while aiming with the other three. In seconds, he would fire and the boy chin wonder would become the boy chin ash pile.

However, he didn't fire, because Cleft pressed a button on his utility Cleft and three chin-a-rangs flew out and hit the mechanical limbs, knocking them in different directions. The blasts fired harmlessly into the walls. Crocktopus was about to say something in anger, but never got the chance, because Cleft had shot a fourth chin-a-rang right at the teacher's face.

Caught off guard by the attack, Crocktopus failed to block it. The weapon slammed into the side of his face, severely cutting his cheek. He screamed in pain, dropping Cleft.

Ordinarily, Cleft was very nimble, and would be able to land on his feet. However, in this case, the fall was too short, and he was busy trying to catch his breath again. He landed on his leg at an odd angle and heard a painful snap, his ankle feeling a surge of pain. He let out a yell. Grabbing his ankle.

"TIMMY!"

Cleft looked in the direction the cry came from, and silently thanked whoever was running the universe. Wonder Gal was speeding toward him as fast as she could go. "Timmy, I heard you yell. What happened?"

"Crocktopus grabbed my cape when I jumped, but I managed to get away," he replied. He tried to stand up, but quickly fell to the ground with a cry of pain.

"What's wrong?" she asked, concerned. She looked at Timmy's foot and got her answer. "Timmy…you're ankle is twisted.

Timmy looked down. Indeed, his foot was ninety-degree angle. "I can walk…we gotta get away…"

"Don't give me that! There's no way your walking on that injury!" With that, Wonder Gal grabbed Cleft and held him in her arms. Then she turned and ran toward the exit.

Good news, she managed to make it outside before Crocktopus recovered from the attack.

Bad news, that didn't make much of a difference, as Crocktopus teleported directly outside the school. Wonder Gal, with her superior speed, managed to get out of sight. No matter. He simply hovered up to a high altitude.

From this point, he could see the whole town. He saw the mass amount of carnage that was occurring below the hospital. He saw that all the students had scattered in different directions. He gave a growl in annoyance. Which one should he follow?

Then he noticed Wonder Gal was carrying Cleft.

Two heroes in one location.

Giving a sadistic smile, he floated after the two. The attack on the hospital would take hours. He had plenty of time to take them all down.

After all, every hero would be too busy defending the hospital.

The city had been evacuated.

He would hunt the kids down and destroy them eventually.

It was only a matter of time.

* * *

Bender and Power Flower were caught in a stalemate. Bender may not have has super powers, but he was remarkably agile, and his weapons were durable. PF had hit one of the saws with a direct blast of energy. The blade was singed and a little dented, but it still functioned well.

Currently, Bender was running at his opponent, jabbing his drills forward like punches. PF dodged the attacks, or put up shields to block whatever he couldn't avoid. Finally, after a few seconds of dodging and blocking, PF finally struck back with a beam of energy from his hand. Fortunately, it struck the blade he had hit earlier. The weapon was blown of its limb, leaving a singed and sparking limb.

Bender was caught off guard by the effectiveness of the attack, enough so that PF's next attack nailed him right in the stomach, knocking him off his feet and slamming him into the wall, effectively knocking the wind out of him. When the attack stopped he slid down to the ground, trying to get himself back together.

PF took advantage of this pause to disarm him farther. With two well aimed blasts, he blew one of the drills off its limb, leaving him another weapon short.

PF tried to blow one of the magnets, but by this time Bender had recovered, and jumped out of the way, letting the blast hit the wall. He charged up both of his magnets and fired, causing two bolts of electricity to fly straight at the hippie hero. PF quickly put up a multicolored shield to protect himself.

Before he could drop the shield, Bender ran up and began slashing at him with his remaining saw and jabbing him with his remaining drill. PF held his shield up with al his might, but he was beginning to tire. He had fought outside the hospital before coming in to challenge Bender, and he was showing signs of fatigue.

Bender's barrage lasted a minute, but it felt like an hour to PF. Finally, he gave in to his exhaustion, and the shield dropped.

Instantly, the drill came in and bore right into PF's shoulder. The teacher cried out in pain, a cry that got louder as the saw came down and ripped through his other shoulder. As PF's screams echoed through the hall, Bender smiled as though he was hearing beautiful music.

"Ah, it's times like this that makes the job worthwhile," Bender said happily.

He would have continued enjoying the cries of pain if he hadn't noticed Catman walking up to him. He was staggering, as Bender had tore into his back very deeply minutes earlier. He looked more like a drunken boxer than a great hero. Bender laughed.

"You idiot. You can barely stand up. What could you possibly do to stop me?"

Catman responded by pulling out a small capsule and throwing it. Bender merely laughed at this and chopped the tiny projectile with his saw.

Big Mistake. Because that single capsule turned out to be filled with pepper spray.

Instantly, Bender's eyes burned. He yelled in pain and immediately closed his eyes, stumbling back. Of course, this left him open for attack. Catman threw a few exploding boomerangs, while PF, mustering all the strength he had left, threw out a few more energy blasts. Soon, Bender was completely unarmed.

By this time, the mad doctor was beginning to recover, but it didn't matter, without his weapons, he was pretty powerless. Catman tossed his chain and wrapped it around Bender, effectively restraining him. By the time he regained his sight, he was tightly bound.

"Thank goodness that's over," PF said. At that point, Catman collapsed on the ground. PF, alarmed, ran over to him. "Are you okay?"

"Yeah…I just keep forgetting I'm not as young as I used to be," he said, through ragged breaths.

"You should sit the rest of this battle out," PF said, helping his fellow hero up, then supporting him, as he was to week to stand. "I'll take you to the safehouse the doctors are in." With that, he began walking Catman down the hall and to safety.

* * *

The battle to defend the hospital was long and hard. Several heroes had turned out for the battle.

The Academy Teachers. The Power Pals. Skull Squishier. Sergeant Strength. Sonic Siren. Every hero in the immediate vicinity had responded to the call for help. They had all come to defend the hero that had given so much for so many. They would fight vigorously to protect him, just as he had done for so many.

However, the villains showed just as much vigor in their fight.

The Body of Evil. H2Olga. Country Boy. Spatula Woman. The Bull-E. The Baby Shredder. Dr. Bender. The Rocker. Dogzilla. The Iron Maiden. Mike the Evil Living Building. All the mysterious villain had to do was announce his plan to destroy the Chin, and every member of Dimmsdale's villain community joined in, all wanting more than anything to see the biggest obstacle in their way destroyed.

They had a great desire to see the Chin suffer death.

And thanks to the mysterious villain, they were prepared.

Any and all equipment that they used was upgraded thanks to the twistedly brilliant mind of Dr. Bender.

But more importantly, after the area was evacuated, the one in charge ordered a previously placed force field to be activated around the city. It served two purposes.

First, it stopped any further help from reaching the heroes.

But more importantly, it stopped the students from leaving the city.

They had purposely waited until after the evacuation to be sure the kids had no one to turn to.

It was a perfectly planned assault.

It was a long battle. An epic one.

But that's not the focus of our story.

This is about the students. So let's get back to them.

* * *

Wonder Gal finally managed to find a safe place to rest. It was in an abandoned apartment building. She ran inside and entered one of the rooms on the top floor. There was an old couch there, abandoned by the final residents of the room. This is where she laid Cleft down. "We should be safe here, at least for a while. Now, we should do something about your foot," she said. "I don's suppose you have any medical equipment in that cleft of yours, do you?"

"As a matter of fact, I do," he said, pressing a button on its side. Instantly a mechanical hand popped out, clutching a box of medical equipment. Wonder Gal took it and pulled out a roll of bandages. She then began to treat Cleft's wounds.

"Listen…thanks for coming back to save me," Timmy said nervously.

"It…was nothing," Trixie said. Both kids were trying to act cool, but they were both blushing from being so close to one another.

"…How long do you think we'll be safe here?" Timmy asked.

"I'm not sure," Trixie answered.

There was an awkward silence for a moment. Finally, Trixie spoke. "Listen, Timmy, we may not make it out of this one alive. So…there's something I want to tell you."

Timmy looked over at her. "Yes?"

"Well…I had a lot of fun with you the other day…I really liked spending time with you…"

"I liked spending time with you too."

"I'm glad. You see, I had fun…more fun than I'd ever had before. Timmy…I…"

BAM!

Timmy and Trixie snapped their heads in the direction of the noise. To there horror, Crocktopus was standing in front of a large hole in the wall that he himself created. He had his tentacles ready and his mouth in a wicked smile.

"Well, well, well, look what I've found," he said mockingly, then he thrusted his tentacles forward in attack. The pair jumped in different directions. Cleft landed on the ground, gasping in pain as his twisted ankle felt the impact. Wonder Gal landed gracefully, then immediately rushed as the evil teacher, hoping to land a punch. However, the villain was much faster. One of his tentacles lashed out, grabbing her and wrapping around her waist, lifting her in the air.

"Cleft, RUN!" she shouted.

Cleft didn't even consider doing what Wonder Gal had suggested. Instead, he pulled out his staff and got in a fighting stance. This caused Crocktopus to laugh.

"You foolish child! I am a master of the mystic arts, and you are a child with a twisted ankle! Do you really think you stand a chance against me?"

Cleft didn't say a word. Trying to ignore the pain in his ankle, he leapt up and swung his staff. He had horrible form due to his ankle, and even if he didn't, it wouldn't have mattered, because Crocktopus was more than ready for him. He simply swung a tentacle and knocked him out of the air. He slammed into a wall, which cracked upon impact but didn't break. Cleft landed on the floor in a great deal of pain.

"Insignificant insect. I'm going to enjoy squashing you," he said. He lifted his tentacle, powering up a magic blast.

Suddenly, Crocktopus screamed in pain. Yellow energy surrounded him. He released his hold on Wonder Gal, causing her to fall to the ground. She landed on her feet, then quickly ran to Cleft's side.

After a few seconds, the energy disappeared. Faint trails of smoke rose from Crocktopus' costumes. Angrily, he turned around to face his attacker. Cleft and Wonder Gal looked past him, expecting to see one of their classmates.

Instead, what they saw were two short beings standing in the hole Crocktopus had created earlier. They were both clad in white cloaks with hoods that covered their faces. The only facial feature of these two were pairs of glowing yellow eyes, which pierced the otherwise total darkness from underneath their disguises. One of them had their hand sticking out, revealing white sleeves that ended with white gloves. In the gloved hand was a black rod with a star at the end of it.

"I really don't think this fight is fair," said a female voice from under one of the hoods. Immediately afterwards, the one pointing the rod turned and aimed it at Cleft. The star resting on the tip suddenly began glowing.

Cleft winced, as he expected another energy attack to emerge from the strange device. Instead, he suddenly felt the pain in his ankle disappear. He looked at his foot. The bandages Wonder Gal had placed their were gone, and his foot was perfectly straight and not an once of pain came from it.

Next, the stranger pointed the device at Cleft's staff, which was laying on the ground next to him. The weapon glowed, then returned to normal. Cleft picked it up. I seemed exactly the same.

Finally, both interlopers tossed something at both of the heroes in training from the depths of their robes. They threw them so quickly, they flew past Crocktopus before he realized they were coming. It was out of sheer luck that the two heroes caught them. They then saw that the objects were shields. They were both shaped like typical medieval shields, but an unusual feature about them was the fact that they were both pink, the same color as Cleft's civilian clothes.

"That should even the odds," the female voice said.

Crocktopus' face twisted into an even angrier expression. "WHO ARE YOU?" he demanded. He didn't wait for an answer, instead he lashed out with his tentacles, hoping to strike them. However, he failed. Before he could hit either of them, they disappeared in a poof of smoke.

Crocktopus growled in anger and annoyance. He turned his wrath back toward the students. "No more delays! You will perish!" he said. He powered up a ball of blue energy in his hands. It reached the size of a basketball before he fired it at great speed, aiming it directly at Cleft's head.

Cleft, petrified with both fear of Crocktopus' attack and confusion over what the two hooded figures were and what they did, did the first thing that came to mind: he held up his newly acquired shield, praying that it would do what he thought it did. He closed his eyes and braced for the attack.

He felt the attack hit his shield. He felt it push against his only defense for a split second, then it was gone. He heard the sound of something hit the ceiling. He opened his eyes. Crocktopus was glaring at him with a look of angry shock. He looked at the ceiling. There was a basketball sized hole where the mad teacher's attack had hit. There was silence in the abandoned room, as all three of them pondered the significance of this new development.

"...magic shields," Crocktopus said at last. He expression became even angrier. "I don't know who those freaks were, or why they'd want to give you such a thing, but I doesn't matter. Even with their help, you will still die."

With those words, he dashed at the two heroes, tentacles lashing directly forward. Wonder Gal jumped to the side. Cleft, prepared this time, swung his staff. Crocktopus, however, grabbed it with one tentacle and lashed at him with another. Cleft ducked to the side, never letting go of his staff. As the tentacle went sailing past him, he raised up his shield, which he still held in his other hand, and slammed it down on the tentacle that still had a grip on his staff. The shied managed to hit hard enough to cause the outer layer of metal to split, reveling the inner wires and circuitry. Caught off guard by the effectiveness of the attack, Crocktopus never saw Wonder Gal jump at him. She swung the shield as hard as she could, hitting her target on the side of the head. Crocktopus stumbled to the side.

Cleft jumped at him and swung his staff at the tentacle he had damaged earlier. He aimed at the opening he had created earlier. Luckily, he managed to hit his intended target. His staff tore the metal, and the end of the metal appendage fell off.

There was a pause as Crocktopus glared at the severed tentacle. The previously seven-foot weapon was reduced to a tiny stub. "You...little PEST!" he screamed, jabbing a tentacle at the one who damaged him. Unfortunately, this time he was too quick to block. He struck right in the stomach. It pushed him into the wall, pinning him there and pushing against him, crushing him. Crocktopus smiled, and lashed his remaining two tentacles straight at him.

However, these failed to hit, because Wonder Gal's lasso roped both the tentacles in a single loop. The young heroine pulled with all her strength, and the tentacles were yanked out of their path. Cleft took advantage of the momentary distraction to bash the tentacle pinning him with his staff. The tentacle bent and gave off a few sparks, causing Crocktopus to withdraw it.

He also lifted his other two tentacles up, which were still in the lasso's grip. Despite Wonder Gal's strength, she couldn't compete with the tentacles force, and was lifted into the air. She let go of the lasso's end and began to fall to the ground, but before she landed Crocktopus' free tentacle slammed into her and pinned her against another wall. Seconds later, Crocktopus wiggled his tentacle free and used one of them to snatch Wonder Gal's shield out of her hand, leaving her without the only thing she knew could break it.

Desperately, she began slamming her fists on the metal limb, hoping that it would work as effectively as Cleft's staff had earlier. But it didn't, the tentacle remained in one piece. Crocktopus didn't notice, as he was focusing on Cleft.

Grinning, he threw Wonder Gal's shield at Cleft. Cleft held up his own shield to block. The two shields collided, and the young hero was knocked to the ground, the shield flying from his arm and landing a few inches away. Before he could grab it, Crocktopus slammed his tentacle into him, pushing him up against the wall. With his remaining tentacle, he relived Cleft of his staff. He threw it like a javelin. It impaled the wall a foot from Wonder Gal, just out of her reach.

Crocktopus laughed a sinister laugh, then powered up a ball of magic in his free tentacle. "Well, well, well, it seems that the children's luck has finally run out. There's no one to save you this time! First you, then your little friends…you will all perish!" With that, he fired.

Wonder Gal screamed and began thrashing wildly against the tentacle holding her down, hoping to get free.

Timmy screamed as the attack came closer.

He instinctively brought up his arms to shield himself and closed his eyes.

He waited for the attack to end his life.

After what seemed like an eternity, though it as only a few milliseconds, he heard the attack hit something.

But he wasn't him.

Then he heard something go through the roof.

He opened his eyes. The first thing he noticed was that both Wonder Gal and Crocktopus were gaping at him with shocked expressions. He slowly looked up. There was another hole in the ceiling, just like when the shield had deflected the earlier attack.

Had Cleft kept his eyes open, he would have seen the magic energy fly at them, then stop as if it had hit an invisible wall. He then would have seen the attack ricochet off that invisible wall and hit the ceiling.

He looked back at the other two people in the room.

Crocktopus' shocked expression was now a malicious smile.

Not a good sign.

"So…you're the one," he said at last.

Cleft opened his mouth to ask him what he was talking about, but the words died in his throat, as Crocktopus brought his free tentacle toward him. He didn't ram it into him in an attempt to crush him, but simply brought the end of the mechanical limb up to Cleft's forehead, where it latched on with great grip.

Suddenly, Cleft felt dizzy. Both he and the tentacle began to give off a red aurora. Crocktopus' mouth became a cruel smile, revealing his misshapen teeth. "Yes…you are the one I've been searching for. Now it's even more important that I kill you…right after I get what I want from you!"

At hearing that Cleft was going to be killed, Wonder Gal began pounding harder against the tentacle holding her against the wall, but to no avail, the item remained intact. Cleft became even more frightened at the thought that Crocktopus was going to kill him, but couldn't do anything about it. Whatever Crocktopus was doing to him, it made him too dizzy to concentrate on anything. In fact, if he weren't pinned to the wall, he wouldn't be upright.

After a few more seconds, Crocktopus removed his tentacle from Cleft's forehead. The limb was now clutching a sphere of energy. But it wasn't his magic. This sphere was red. He smiled. "Well, well, well, that was easier than I thought it would be," he said snidely. With that, he withdrew the energy into his tentacle before turning back to the Chin's sidekick. His dizziness had passed, and he was now alert and desperately trying to wiggle free. "Well, it's time to die," he said, beginning to charge up a ball of energy in his free tentacle.

Wonder Gal was still desperately trying to get free, when she realized something. Crocktopus was so focused on Cleft that he wasn't using his third tentacle to push down as hard. Instead of trying to break the tentacle, she simply wiggled to the side. A few seconds later, she was free. Crocktopus didn't notice. She quickly grabbed Cleft's staff out of the wall and quickly ran toward Crocktopus.

The twisted teacher now had a ball of energy the size of a basketball. "You may have blocked my last shot, but not this one, because I'm firing it a point blank range. He brought the tentacle a foot from Cleft's face and prepared to fire. At that point, several things happened in a short amount of time.

1.Wonder Gal ran in and struck the tentacle holding Cleft with Cleft's staff.

2.The tentacle broke in two from the combination of the force behind Wonder Gal's swing and whatever the two figures did to the staff.

3.Crocktopus' expression turned into one of shock.

4.Cleft, now free, quickly ran from his current position, which was very fortunate for Cleft, because…

5.A split-second later, Crocktopus' attack, which was fired out of surprise, hit the wall where Cleft's head was previously.

After all those things happened, Cleft grabbed the dropped shields and handed one to Wonder Gal. She gave Cleft his staff back and picked up her lasso. Then they turned back to Crocktopus and prepared to fight him.

Only to realize he was still floating in the same place, a shocked look on his face. After a few more seconds, he turned his head to the students. "Hey," he said. "…that one wasn't mechanical!"

He then let loose an earsplitting shriek. Seconds later, he regained his composure and glared at the kids. "You two are going to suffer so greatly, they'll hear you screaming from Chincinnati!" he declared, summoning magic on both his hands and his remaining tentacles. He was about to fire when suddenly, a strange noise filled the air.

It was like an alarm, but neither of the heroes in training had heard one like it before. It was, for the most part, indescribable. But if definitely sent chills down the spines of the two heroes.

It also caused a worried look to cross Crocktopus' face. He focused back on the kids, then fired all four blasts at once. Cleft and Wonder Gal barely dodged the blasts, both of them scattering to either side of the room. The blasts left a huge hole in the wall.

"You're lucky that I don't have anymore time to waste on you. But I'll return, and when I do, you'll wish you never enrolled in Dimmsdale Academy!" A blue orb of energy surrounded him, and then he was gone.

The two students paused for a moment, while Crocktopus' sudden retreat registered in their minds. Finally, Wonder Gal turned to Cleft and asked a question she was dying to know the answer to: "How did you do that?"

"Do what?" Cleft asked, confused.

"Block that attack! The magic blast just bounced away from you like an invisible wall! And what did Crocktopus mean, 'you're the one?'"

"I don't know," Cleft said. "I just closed my eyes and wished that there was something between me and the blast. The next thing I knew, the blast was gone and both you and Crocktopus were staring at me."

"This is weird," Wonder Gal said. "Those invisible shields, whatever Crocktopus did to you…and those two weird guys. What's going on."

"I don't know…and something tells me it's only going to get worst."

* * *

The students weren't aware that the two mysterious figures had seen the whole fight. They now stood on top of a building, watching the two students recover from the battle. After a pause, one of them spoke. It was the same one that had spoken in the student's presence.

"Did you see that? How that kid got saved by that invisible shield?"

"Cool!" said the other figure, his male voice filled with excitement. "I wish I could do that!"

The first figure turned to him. "You CAN do that."

"…NEAT!"

The first figure rolled her eyes and turned back to the students. "First, I'll take back those shields," she said, raising the star tipped rod she used earlier. In a poof of pink smoke, the shields appeared beside her. She looked down and saw the students searching for the items she had just brought before her. "It's best they don't know what's going on yet." She took one last look at the students and sighed.

"Cleft predicts things will get worse. That poor kid has no clue how right he is."

* * *

The strange noise that Cleft, Wonder Gal, and Crocktopus had heard earlier was an alarm of retreat. Eventually the battle came to a point where it was clear that the heroes would win. Any further fighting would likely result in several villains getting captured, which was a major screw up. So, the unknown villain issued an order to retreat.

The halls were ringing with cries of celebration. The hospital had been protected, and the Crimson Chin was safe. Even better, he was expected to make a full recovery within a week.

While many were celebrating, PF was leading two guards down the hallways to the place where Catman had contained Bender. "Come on, he right around this corner," he said, turning down a hallway, the guards trailing behind him.

They didn't see the mad doctor. What they saw was the chain, which was lying on the floor, along with a scrap of paper. PF picked it up and read it.

Sorry I couldn't stay, but I heard prison food is lousy. Besides, the Chin may be alive, but I've still won in a different way today. –Bender

PF blinked. What did than mean?

* * *

The cloaked villain sat at his seat, analyzing the events that had occurred that day. They had failed to destroy the Chin, but the day hadn't proven to be a failure. They had gotten schematics of Professor Brain's design, as well as a sample of the Crimson Chin's blood, which was an important piece for his ultimate goal. Injuries were heavy, but no one had been caught. Short Fuse stood on the table in front of him, examining the day's spoils.

"Not a bad haul, boss," he said. "It's a shame we couldn't kill the Chin, though."

"Yes, it's regrettable, but at least we didn't walk away empty handed," the figure said. "Say, where are Bender and Crocktopus?"

"Right here, master," a voice said. The two in question walked in. Crocktopus had already had Bender repair his tentacles, replacing his single organic one with another metal one. Bender had put on his spare backpack, so he was once again armed.

"There you two are. Well, Crocktopus, did you kill them."

"I'm sorry master, I failed. But, I did find out who it is."

The leaders got angry when he found out Crocktopus failed, but smiled when he heard of Crocktopus' accomplishment. "Excellent. Who is it?"

"Believe it or not, it's the Crimson Chin's sidekick."

Bender and Short Fuse looked shocked, but the leader just shrugged. "Ironic. It's the powerless hero. Well, did you get that other thing you promised?"

Smiling, Crocktopus held up a tentacle and produced a glowing red orb. He set it down next to the schematics. The villains smiled, bathing in its light.

"Excellent," the master said.

Suddenly, the door to the room opened. It was Baby Shredder.

"You wanted to see me?" she asked.

"Ah, Vicky, come in," the master said. Vicky stepped inside, closing the door behind her.

"Vicky, you have only served me two years, but in that time you have shown me great loyalty and remarkable potential. For that reason, I have decided to let you enter the upper level of the organization."

This caught both Vicky and the other villains off guard. The upper lever was the group Crocktopus, Bender, and Short Fuse were in. Only the best and most loyal were allowed in.

"Master, are you sure that's wise? She is way too young!" Crocktopus protested.

"Still, she has shown great loyalty to me. With more training, she will be a fine general. What do you say, Vicky?"

Vicky was speechless for a moment, then spoke. "I…it's a great honor sir. Of course I accept. But I have to know: are there any more plans to get my sister on the right side?"

"Of course. In fact, I'm hoping to convert all of those poor misguided students to the winning side. All, of course, except for Cleft."

Vicky was puzzled. "What's so special about him?"

"He is a boy that has been prophesied. It is said that one day, he will destroy me. I can't allow that. However, the other may be saved." He smiled. "All the pieces are in place, Vicky. Soon, we will rule!"

All the villains around the room smiled. Vicky most of all, as she prepared to learn what was going on.

* * *

All right, a few things. First, if you've already figured out who the two cloaked figures are (and you probably have) don't shout it out in reviews. There might be someone who doesn't know. Second, the next chapter will be out sooner, promise. Third, if you're having trouble imagining the cloaked figures, think Timmy's cloak in Abra-Catastrophe with a full body suit. Okay, see you next time! 


	12. Family Curse: Visits

A/N: Hello, all you happy people! Here's chapter 11. Sorry there's not much action, but things will heat up soon, trust me.

Disclaimer: All characters copyright Butch Hartman. The term superhero trademark DC and Marvel Comics.

* * *

Reconstruction on the city took two weeks, but soon life was back to normal. The Crimson Chin awoke a week after the attack, and finished recovering two weeks later. After Crocktopus' intentions were revealed, the substitute job was taken over by the Hanker-Chief, who was fulfilling one of his life-long dreams that only lasted a week.

Cleft and Wonder Gal were found recovering in the building where their fight with Crocktopus had taken place. They told the authorities everything…Crocktopus attacking them, the hooded figure, the magical blast that Cleft had deflected, everything. After hearing that Cleft had somehow blocked a ball of magical energy with his hands, he was brought into the Superhero Hospital for tests. Blood and tissue samples, psychological tests, and everything in between were run on the boy chin wonder, with hope that they could find whatever allowed him to perform such a feat. The tests halted when the Chin woke up and demanded they be stopped, refusing to allow his ward to be treated like a lab animal. Since he was Cleft's guardian, they had no choice but to give in to his demands.

Since Crocktopus knew the location of the dorms, the class had to be moved again. When they arrived at the new building, the class spent twenty minutes debating amongst themselves whether or not they should unpack, as they were all wondering if another attack would mean another move. Eventually, they decided to unpack.

Wonder Gal and Cleft found themselves in an awkward position after their fight with Crocktopus, considering what almost happened between them. They avoided talking to each other for a week. When they finally started talking again, Wonder Gal refused to reveal what she was going to tell Cleft on the day of the attack, partly out of what her dad would think, and partly of the problems it would cause with her friends.

October eventually became November, and Thanksgiving was about to come around. As such, most of the school was going home for the Thanksgiving break. On the day before it started, however, there was an opened house planned. This made most of the students happy. Most of them.

Wonder Gal was in a state of perpetual worry. She had hoped her dad would be too busy with his hero duties or with some sort of public appearance to come by, but as luck would have it, he managed to get an opening in his schedule. When he found out Cleft was in the exclusive class, he would have her pulled from the school. He would get sick at the thought that her daughter would be in the same class as what he considered to be a fake hero.

The other student not looking forward to the event was Femme Fatale. The others all had family coming. She did not. She was the only one who was all alone. Even Cleft had the Chin, who had raised him as his own. The only family Fatale has wanted (to her knowledge) to kill her.

She sat on the roof the dorm building, in her civilian clothes, silently wallowing in self-pity. She couldn't be around her classmates, who were busy preparing for their loved ones arrival. She had no loved ones. After her parents died, she was placed in the custody of the government. Unlike Cleft, she was never adopted. She was stuck in the system, shifted around from orphanage to orphanage. She managed to get in the Academy through a government grant. That was the only way she could afford it. She was penniless.

Tears began to flow. This event only reminded her of how bad she had it.

"Tootie?" a voice said.

Tootie gave a yell of surprise, then quickly dried her eyes so whoever it was wouldn't see her crying. She turned to face whoever addressed her. She blushed when he realized it was Cleft, in his civilian clothes.

"Are you okay?"

"Oh, of course," she said, as convincingly as she could. She smiled from ear to ear, silently hoping it would convince him. It didn't.

"Come on Tootie, you can't fool me that easily. Now what's wrong?"

Tootie's smile faded; she wasn't fooling him. "It's just that, well, at this open house, I'm the only one who's going to be all alone." She began to tear up. Timmy sat next to her and placed a hand on her shoulder.

"What do you mean?"

"I mean, the rest of you have families. Even you have the Chin. I don't even have stepparents," she said, as her tears got bigger. She buried her face in her hands and began to sob. Timmy, unsure of what to do, began to gently pat her back.

Suddenly, Tootie flung her arms around him and began to cry into his chest. He was a little shocked at first, but eventually her wrapped his arms around her and returned her hug. After a few minutes, Tootie regained her composure.

"Sorry, Cleft…I just…"

"It's okay, I understand," Timmy replied. Tootie gave a few more quiet sobs before realizing he was in Timmy's arms. She quickly pulled away, her face as red as a cherry. There was an awkward silence before any of them spoke.

"Um…listen…why don't you come spend Thanksgiving with me and the Chin? We'd love to have you."

To Tootie, it was like Cleft suggested spending a week in heaven. She wanted to immediately scream yes, but her self-restraint kicked. "Sure…that would be nice."

"Cool. I'll tell the Chin you're coming," he said, getting up and heading inside.

Tootie waited a minute after Cleft had gone in. Then, she emitted a squeal of glee.

* * *

"Did you hear something?" Veronica asked, who was sitting on her bed reading a magazine. Trixie, who was pacing the floor a few feet away, was so caught up in her thoughts that she didn't even hear her friend speak.

"Hey, Trixie! Have you gone deaf?" Veronica yelled. It was then that Trixie finally turned her attention to her best friend.

"Oh…sorry Veronica. I'm just worried about tonight."

Veronica raised an eyebrow. "What's there to be worried about?"

"Well, you know how my dad feels about powerless heroes. When he sees that Cleft is in the class, he'll pull me out of the class! Then he'll probably ground me for life for not telling him sooner."

"You really like it here that much?" Veronica asked.

Trixie paused. She didn't want to tell her friend about her crush on Cleft. "Well…we were looking forward to being classmates at this school since we were five. We'd spend hours talking about how great it would be. Now, all of our plans are going to end before they start."

"Look, don't worry. I'm sure you're worrying too much. Your dad may hate powerless heroes, but even he managed to fight alongside them at some point. He may not like the idea that your in the same class as Cleft, but do you think he'll goes as far as to send you somewhere else?"

"Yes, he would. He only fought with powerless heroes because he was desperate to avenge my mom's death. Until then, he refused to join the fight against the Nega-Chin because they allowed people like Catman to join in. Other than that, Dad acts like being a hero without powers to be a crime against nature."

"Calm down. Now look, your dad may not like you being in the same Cleft, but what if he thought that you hated him just as much as he does?"

"But I don't…Cleft is a good hero. I didn't think so at first, but he really came through against Bull-E, Vicky, and Crocktopus."

"I know, so you'll just have to be a good actor. Pretend you hate him. Tell your dad you refuse to associate with him, that you consider him unworthy of your attention."

"But…I don't want to hurt Cleft's feelings. We've become pretty good friends in the last month."

A look of jealousy crossed Veronica's face, but it quickly subsided. "Well then, go tell him before your dad gets here. He'll understand."

Trixie sighed. "I guess that's our best bet. I better go find Cleft and tell him." She walked toward the door and exited the room.

Fortunately for her, Cleft was just walking down the hallway outside her dorm, so when she left it, she nearly bumped into him.

"Timmy, I'm so glad I found you. Listen, I have to ask you something."

"Sure, anything. What is it?"

"Look, do you remember what I told you about my dad's views on powerless heroes?"

Timmy did not like where this conversation was going. "Yeah. What about it?"

"Look, he's coming to the open house tonight. So, could you pretend that we're…not friends?"

Timmy was shocked. "WHAT!"

"Look, if my dad knows we're friends, he'll pull me out of the school. I want to be here, with my friends. Please, Timmy?"

Timmy calmed down after hearing that explanation. "Well…if that's the case…okay."

Trixie was so happy that he pulled Timmy into a hug. "Thank you," she said. Timmy blushed at being in Trixie's arms. When Trixie realized what she was doing, she pulled away and blushed as well. "OK, listen. Tell the guys what's going on. I don't want them blowing our cover."

"OK, I'll tell them. Is there any other social policies your dad would want you to follow?"

Trixie thought a minute. "Well, he probably wouldn't want me hanging around Muncher Lad because of his dad…or Tootie because of her sister."

"Okay, I'll let Chester in on it. Be sure to tell Fatale about it."

"I will. Thanks for doing this…and I apologize in advance for everything I say tonight."

With those words said, Timmy departed, once again searching for the Chin.

* * *

**WARNING! WARNING! SECURITY BREACH IN SECTOR 4!**

As the alarm made it ear-splitting noise, four security guards, armed and ready, ran toward the area that was being disturbed. They arrived just in time to see the entryway blown apart, a thick cloud of smoke blocking the view of the intruders.

"STOP, OR WE'LL OPEN FIRE!"

"Oh, but Mr. Guard," a female voice said, "how can you shoot us if your guns are broken?"

Suddenly, a slicing sound was heard, and the barrels of each gun fell to the ground, separated from the rest of the weapon. Before any guard could react to this, four mechanical tentacles shot out from the smoke and grabbed each guard by the face. The unlucky men in uniform were then lifted in the air and slammed into the ground, their backs and necks snapping.

Smiling, Crocktopus floated out of the smoke, energy generating from the tips of his metal limbs. Vicky soon walked out beside him, claws out and ready. "Let's hurry this up before any heroes show up," she said, heading deeper into the building.

"I couldn't agree more," the insane teacher commented, leading the way. They ran into a few more guards soon after, but they quickly fell to Vicky's claws. Soon, they reached the door to the room they were looking for. A quick blast of magic energy was enough to cause the metal barricade to separate from its hinges.

There were guards in the room, but they didn't stand a chance. Many of them were dead before they realized what was happening.

With all the guards down, the two villains made their way into the room. Inside were several crates, drums, and other containers each labeled WARNING: HAZARDOUS MATERIAL. They passed up many of these, and finally stopped when they found the item they were looking for.

It was a small container, only about a foot wide and half a foot tall. As Crocktopus wrapped a tentacle around it, Vicky sneered. "That's it?"

Crocktopus opened the container and smiled at its contents. "Yes. This is truly the work of my great-great-great grandfather, Alden Bitterroot. The remains of a curse that was lifted nine years ago are contained inside here. All you have to do is open it in front of the intended victims."

"I remember. They should be at the Academy today. But why aren't you doing this?"

"The Master wants me working on my current pet project." With that, he smiled. "Besides, it's open house at the Academy, and I'm sure Tootie will be disappointed if none of her family showed up."

* * *

The gym of the Academy had been decorated for the open house. Like many school functions, the exclusive class had there open house separate from the rest of the school. The room had several snack tables ready, as well as several pieces of training equipment to showcase how much the students had improved.

The students were preparing themselves. They had all been let in on the fact that they were supposed to act like Trixie was the conceited snob her dad wanted her to be. As such, she had separated herself from most of the class, talking only to Veronica. Tootie had refused to attend the celebration, choosing to stay in the upper floors of the Academy until it was time to leave for Thanksgiving holiday.

Currently, Timmy, Chester, and A.J., all in uniform, were talking amongst themselves, while waiting for their parents to arrive. They were in the midst of a conversation when A.J. suddenly cut them off.

"What's wrong?" Timmy asked.

A.J. smiled. "My parents are here."

Timmy was just about to ask how he knew that when they floated in. Like A.J., they had oversized brains, which stuck out of their heads. The both floated, but without the help of a chair. The father was large and bulky, and wore a lab coat like his son's. The mother wore a skintight version of the uniform. These were the two heroes known as Professor Brain and Professor Bellum.

A.J. smiled. Thanks to the mental connection he had with his family, he had sensed them coming. "MOM! DAD!"

"Hey, son!" Professor Bellum said as her son floated over to greet them.

"Still not out of your chair, eh son?" Professor Brain said as he greeted his child. "When I was your age, I already floated at least five hours a day without assistance."

"Oh, dear, none of that tonight," his wife reprimanded him. "We're here to celebrate, so put that off for today."

"Honey, I'm just trying to prepare our son for his future. We better do some serious training when we get home tomorrow."

A.J. was disappointed in himself, but managed to hide it. "Sure, Dad."

"Hey, son," another voice said. Another hero had entered the room. He wore a uniform that was just like Matter Muncher Lads...at least from the neck down. On the man's head rested a giant brown paper bag with two eyes cut out for holes.

"Dad!" Muncher Lad shouted as he ran toward his father, who pulled him into a hug. The man's eyes were watering under his bag.

"Sniff...you made it to the exclusive class your first year...I am so proud of you!"

Muncher Lad blushed a little. "Aw it was nothing."

The Chin, meanwhile, had just entered the room and was greeting A.J.'s parents.

"Professors Brain and Bellum, it's been an honor teaching your son."

"Well, it's an honor having our son taught by one of the greatest heroes ever," Bellum said shaking the Chin's hand. "How's our son doing in class, anyway?"

"Well, he's a remarkable student. He's passing all his schoolwork with flying colors. He's progressing well."

"If he's progressing well," Brain said, "then why isn't he out of his chair more?"

"Dear, I said we wouldn't talk about that tonight," his wife scolded him. She then turned to the Chin. "Thank you for accepting our son."

The Chin smiled. "It's my pleasure. Please enjoy yourselves With that, he walked over to Chester's dad, Matter Muncher Man, and shook his hand. "Thank you for coming."

"Aw, shucks, even I can crawl out of my pit of shame to visit my son, especially since he's going to redeem the McBadbat name."

"Yes, your son is making remarkable progress. But, really Bucky, you should pick yourself out of that slump your in."

Bucky sighed. His son had gone over to talk to his friends, so he could freely talk to the Chin about this. "Look, I appreciate the support, but you know my track record. I barely passed my classes when I was in the Academy, and in the field I was no good. The Nega-Chin didn't even think I was worth killing."

"Look, Bucky, I keep telling you, you can't just throw in the towel like that. What would your wife think?"

Bucky saddened at the mention of his loved one, but managed to shrug it off. "She'd be happy that I'm not out there risking my neck. Besides, if I died in battle, who would raise Chester?"

Now it was the Chin's turn to sigh. "Bucky, that's the life of a hero: sacrifice for the sake of others. We make sure all students and their parents understand that before we allow them to enroll. Your son understands that. If you did die, he would be taken care of. You need to get back in the game...but I can't force you. I just hope you can make the right decision soon." With that, the Chin walked away, leaving Bucky to his thoughts.

Meanwhile, Sparky was just greeting his parents. His father was a big man, it was hard to say whether it was muscle or fat that gave him his great width, and had red hair and glasses just like his son. He wore an outfit similar to his son's, but his had blue lightning streaks and a blue T decorating the torso. His wife was slim and wore a similar outfit with a blue L on the chest. She also had red hair and, like her son, wore glasses. Both of them, like their son, had had boils on the side of their faces, but they had since been removed.

"Mom, Dad, great to see you!"

"It's great to see you too, son," his father said.

"Yes, your already doing so well, I just know you're going to do great things," his mother commented. At that point, the Chin walked up to them. "Well, well, well, if it isn't Thunder and Lightning. I'm happy you could attend."

"It was our pleasure. How is Sparky doing in class?" Thunder asked.

"Oh, he's well on his way. I heard from Cleft that he spends a lot of his free time training with Sonic Youth."

"You mean Sergeant Strength's Stepson? Elmer told us about him in his letters to home," Lightning said. "Where is he anyway?"

"Sergeant Strength showed up early and took him into the school gym for a quick workout. I think the rest of his family was with him."

"Oh. Well, we can't wait to meet your friend," Thunder said. He then leaned toward his wife and began to whisper. "Maybe, if Elmer keeps training with this kid, he'll get good enough that people will forget about..."

Thunder's sentence was cut off by the doors bursting open. On the other side was Sergeant Strength, dressed in his red costume with a blue belt, gloves, boots, and mask, with a blue double S on the chest.

Next to her was Sonic's mother. She, too, wore a red uniform with blue gloves, a belt, and a mask. She also wore blue boots, which reached up to mid-thigh. She had brown hair, which reached her shoulders.

Also standing next to Strength was a young man, about eighteen or nineteen, who bore a striking resemblance to the muscular hero. He wore an outfit just like Strength's, that showed off his reasonably well built muscles.

And, finally, standing in front of them all, was Sonic, with sweat on his face. He was gasping for air, and it was obvious he had just been through a rough workout.

The Chin walked over to them. "Well, Sergeant Strength, Sonic Siren, and Sergeant Strength Jr. I'm glad you could all make it."

Strength grinned. "Well of course. Did you think that I wouldn't check to make sure that this school wasn't going soft?"

The Chin chuckled. "No, it's just what I expected of you. But, you do know that we were going to have a showcase of the student's strength later on, didn't you?"

Strength grinned. "Your workouts wouldn't have tested him the way mine do."

At that point, Siren spoke up. "Dear, I admire your dedication, but just for tonight can we forget about training and concentrate on having fun?"

Sergeant's stern military look soon faded into a smile. "Well, I suppose even I can take a day off from training."

Strength Jr. smiled. "Hey, even the best can relax every now and then, right?""

"I believe I'm the only one qualified to answer that question," a voice said.

All the adults groaned, as they recognized that voice. There, standing in the doorway that Sergeant had entered earlier, was Trixie's father, Wonder Man. Next to him was her daughter, trying her best to act like a snob.

"Wonder Man, so glad you can join us," the Chin said in a sarcastic tone. "I'm surprised you managed to clear your busy schedule of interviews and autograph sessions to be here."

"Anything to make sure my daughter is getting only the best." He then looked down at Cleft, and made a face suggesting that he was the most disgusting thing on Earth. "Well, I guess I shouldn't be surprised that you let this powerless filth dirty this school."

It took all of Cleft's willpower not to pull out his staff and attack this guy. It took an equal amount for Trixie to resist the urge to defend her friend. Instead, she shot an apologetic look in Cleft's direction before resuming acting like she agreed with everything her father said.

The Chin walked up to Wonder Man and stared him directly in the eye. "I'll have you know that Cleft has exceeded expectations in every test this school has administered."

"So, the school's been lowering its expectations then?" Wonder Man replied.

Everyone was already sick of this guy, and he hadn't even been in the room for a minute.

"Wonder Man, I swear that if you hadn't have helped us defeat the Nega-Chin, I would punch your smug little face in," Sergeant Strength said.

"You couldn't even if you tried. You know I'm the better hero."

"If your so great," Professor Brain demanded, "then why didn't you join in the fight against the Nega-Chin immediately when we organized?"

"Simple. You let filth like Catman into your ranks. I refused to be in such company at first. But after what the Nega-Chin did to my family…well, I can't ignore an attack on my family."

"So, you're willing to allow innocent people to die just because you can't stand working with people you consider inferior?" Brain asked. "Some hero you are!"

"Listen you, I…"

"ENOUGH!" the Chin shouted. "This is not a time for debate. We will discuss this later. Right now, we're supposed to be reviewing the students' progress. So can we please concentrate on that?"

Brain and Wonder Man glared at each other in silent anger, but said nothing.

"What's going on in here?" a voice asked.

A heroine had entered the room. She had blue eyes, which were covered by an ice blue mask. She had blonde hair, which was tied into a ponytail and covered by a crown made of ice. She wore an ice blue uniform that consisted of a sleeveless top with a skirt that reached down to her knees. She had white gloves and boots. Next to her was Veronica, dressed in her uniform. It was obvious this heroine was her mother.

"Ice Queen, glad you could make it," the Chin said. "We were just about to start the demonstration of the students' skill. At least we will, when the Principle gets here."

As if on cue, the doors on the other end of the gym. However, to Trixie's horror, it wasn't Super Principal, but the Vice-Principle, Catman.

"Sorry, everyone. Super Principle couldn't make it, so she sent me instead." Then he noticed Wonder Man was there, and he looked shocked and angry. "Oh great."

"You…you actually work at this Academy?"

All the parents shared an uneasy silence. Out of all the powerless heroes Wonder Man had made enemies with, the rivalry between him and Catman was the worst. Even during the fight against the Nega-Chin, the two of them argued bitterly. Even the kids could tell already that this was going to get ugly.

"Not only that, but I happen to be Vice-Principle here." That made Wonder Man red with anger. "Although, if I had known your daughter would be attending, I would have resigned last year."

"Well, that's something you don't have to worry about," Wonder Man said before turning to her daughter. "Trixie, you're leaving this academy, and you're not coming back.


	13. Family Curse: Blast From the Past

A/N: Well, here we are, chapter 13. Not much to say.

Disclaimer: I don't own Fairly Oddparents. The term superhero trademarked DC and Marvel.

* * *

"_Trixie, you're leaving this academy, and you're not coming back!"_

For a few seconds, this sentence hung in the air. Finally, it sunk in. "What! But, Dad…"

"But WHAT, Trixie?" her dad asked.

Trixie paused. She had to be really careful here. If she appeared to be sympathetic toward powerless heroes, there would be no hope of convincing her dad to let her stay. "Dad, me and Veronica have been talking about going to school together since we were five. I don't want to be in a separate school from her."

"I'm sorry, dear, but as long as _he's _teaching here…" he said, motioning toward Catman.

"I'll have you know I'm a better teacher than you could ever be."

That got Wonder Man mad. "If you think you could do any aspect of being a hero better, than you're even more foolish than I thought."

"Enough!" the Chin shouted, coming between them. He then pointed to Wonder Man. "I want to have a word with you," he said, pushing him toward the exit.

Wonder Gal watched this, and silently prayed that whatever the Chin said would change her father's mind.

* * *

"What is the matter with you?" the Chin demanded, as both of them were out of the room.

"What's wrong? WHAT'S WRONG? My sweet little daughter is being taught be a pretend hero, that's what's wrong!"

"Pretend hero? That man was there to stop the Nega-Chin, or have you forgotten?"

"I haven't forgotten. He's the fake who put himself in the same league as us! It's disgusting."

"What's disgusting about a man who saved the lives of millions?"

"Look it's very simple," Wonder Man said. "People like us are either born with or receive powers. Therefore, our purpose is made clear. We use our powers to maintain peace, while people with no powers are supposed to do everything else to keep the world running. It's a very simple social structure that should be easy to follow. But then people like Catman come along and ruin everything. Instead of just staying where they belong, they try to be as good as us. They ignore the simple truth: that they are meant to have average jobs, and we are meant to be the heroes! It's that simple"

"…Oh my…I've heard a rant like this before."

That got Wonder Man's attention. "What do you mean?"

"You sound like my alternate."

THAT really got his attention. "WHAT?"

"You do. You sound like the Nega-Chin! You've lost it!"

Instantly Wonder Man's fist made contact with the Chin's face. Being super strong, he was powerful enough to knock the teacher back. "Never…compare me…to that mad man!"

"Why not? He believed that all without powers should live only to serve people like him. Sounds a lot like you."

"NO! I AM NOTHING LIKE THAT PSYCHO!"

"Oh really? You believe that no normal person is worthy to work alongside you. You believe they should be doing other jobs. Namely, jobs below you!"

"SHUT UP!" Wonder Man yelled, throwing another punch. This one the Chin caught in one hand. Wonder Man swung his other fist, which the Chin caught as well. Now the two were grappling. "I will never be anything like that monster! He took the one I loved away! He made me leave Trixie for two years! He…"

Wonder Man was cut off by a loud explosion. Suddenly, the whole building was shaking.

"What was that?"

"It came from the gym!"

Instantly, both of them forgot about the argument and ran back into the gym.

* * *

After the adults stopped paying attention, Cleft snuck over to Wonder Gal to have a talk.

"Timmy, what are you doing? If one of the parents see us together, my dad might be even less willing to let me stay here."

"I just want to know why you don't just at least try to convince you're dad that heroes like me are okay?"

"Timmy, you should have seen how he reacted when I told him you were in my class. He went ballistic. I'd never seen him so mad. It took half an hour to convince him to let me stay because I wanted to be in the same school as Veronica. If he knew I was friends with you, he'd probably pull me out, then ground me for life." Trixie sighed. "Look, Timmy, I really enjoy hanging out with you. That's why I'm doing this. Dad told me so many times that if I actually stared supporting heroes like you, he'd disown me."

Timmy paused as he took this information in. He felt sorry for Trixie and angry at Wonder Man. Trixie continued. "Look, even though he's a jerk, he's still my dad. I love him regardless. But I don't want to stop hanging out with you, either. I don't know what to do." She looked as though she was about to cry. Timmy tried to think of what to say.

But he never got the chance.

Because at that moment, an explosion shook the academy. The entire east wall of the Academy blew off in a gigantic blast. Every soul in the room stopped dead in their tracks to observe this. Seconds later, the Chin and Wonder Man burst in. Fortunately, they were too worried about the explosion to notice that their children were so close to each other.

For a few seconds, the entire group stared at the hole in the wall, covered in smoke, waiting for something to happen. Finally, three streaks shot out of the smoke. The appeared to be balls of darkness, which left a trail of energy as it shot forward. The three streaks shot forward and hit Sparky, Thunder, and Lightning.

"What is that?" A.J. asked.

"Why, it's a blast from the past," an evil voice said. Finally, the smoke cleared, revealing a most unwelcome sight.

"VICKY!" the kids shouted.

Wonder Man arched an eyebrow. "I don't know who you are, but you must be an idiot coming here alone. There's a bunch of us and only one of you."

However, Vicky just cackled wildly. "If I were you, I would worry less about me and more about what's happening to the Bradley family," she said, pointing to the three heroes, who were twitching wildly on the ground.

"W-what's happening to them?" Muncher Man asked.

The Crimson Chin, however, had a look of shock. "It think I know..."

The three heroes stopped twitching and rose. They now had looks of pure fury in their eyes. But, what was most noticeable was the fact that all three of them had a red, pulsating boil sticking out of their cheeks.

"They have just been cursed!"

* * *

Years ago, when America was just being settled, Dimmsdale was known as Ye Old Town With No Name. Superheroes were not common in those days, as nuclear power was not yet in use and aliens had yet to come across Earth, but a few super powered beings still existed. One of them was an evil warlock named Alden Bitterroot, who was Crocktopus' ancestor. Another was a man who called himself Thor. He had command over electricity. He was, as you might guess, Elmer's ancestor.

Thor and Bitterroot had a bitter rivalry. Every time Bitterroot tried to spread his evil, Thor was always there to stop him. Finally, Bitterroot grew angry with him, and placed a curse upon him. At first, the curse seemed harmless. It only manifested itself as a huge boil on the cheek. But after the curse was set, Thor began having nightmares. Horrible visions of people being slaughtered plagued his dreams. Thor originally passed these off as mere dreams, but people were soon found dead, killed in the same manner as in Thor's dreams.

This, obviously, scared Thor. He began researching magic in hopes that he could figure out how to lift the curse. However, Bitterroot had cast a curse of his own design, one that was never recorded in any text. Because of this, Thor was never cured.

Thor eventually married. Thanks to another power of his, he was able to share his powers with his wife. Unfortunately, this also meant that she got the curse as well. When Thor had a child, it was born with a boil like his father's. Generation after generation, the curse carried over.

Bitterroot also had children. The member's of the Bradley family always suspected that Bitterroots ancestors held the key for lifting the curse. As such, the two families fought bitterly, the Bradley's hoping to end their long suffering.

It finally ended shortly after Elmer was born. One of the Bitterroots, Enchantra, supposedly defected to the hero side. At the time, she supposedly brought her son, Crocktopus, with her, but he was simply biding his time and waiting for the right moment to betray and eliminate the heroes.

Enchantra revealed the full nature of the curse: that the boils growing on the Bradley's faces were actually evil spirits who controlled their host's while they slept, causing them to kill. Enchantra also assured that she could remove it quite simply.

The boils, however, were not going to give up without a fight. When they realized what was going to happen to them, they took control of their hosts and fought. It was a long battle, but eventually Enchantra managed to pull the spirits out. Soon afterward, she did the same to the newborn Elmer, and the family was free. By the family's request, the incident was kept quiet.

But the spirits couldn't be destroyed. As long as their former hosts lived, so would they. So it was arranged to have them locked away in a government facility. Where, they refused to tell Enchantra or Crocktopus, in case their defection was only temporary. Crocktopus added finding the spirits on his "To Do" list and proceeded with his plans.

Crocktopus eventually got funding for his projects from the mysterious villain. When he informed him of the spirits existence, he put resources into finding them. He had Vicky carry out the plan because it would also allow them to get to Tootie. And that brings us to our current situation.

* * *

Thunder raised his right hand. A powerful bolt erupted from his palm, surging toward the full-grown heroes.

In seconds the gym was in chaos. The parents all pushed their kids to safety then concentrated their attacks on Thunder and Lightning. The kids watched the melee in shock, while Vicky just laughed. "Well, as much fun as it would be to watch all of you fry, I have a sister to liberate. So, a bid you all farewell." With that, she left the gym, cackling maniacally.

"A sister to liberate?" Chester asked, confused. Suddenly, all of them realized what she was talking about.

"TOOTIE!" they all shouted.

"What'll we do?" Sanjay said.

"We go after her," Cleft said pulling his staff. "We beat Vicky once, we can do it again."

"But…it took all of us last time," A.J pointed out. "If Tootie hadn't have stepped in, we would have been chopped into confetti! Now, without Elmer…hey, where is Elmer?"

As if on cue, a bolt of lightning flew right past A.J.'s face and struck the wall, causing a mini explosion. There, standing in front of them, was Elmer. His eyes were in a cold expression, his teeth gritting, showing his intense anger. A huge boil was throbbing on his face.

"Ok…calm down…it's all of us against just him…we can handle him," Cleft assured.

However, Elmer laughed. But it wasn't in his voice. It was in a deeper, more sinister.

"Elmer?" Sanjay asked, worried.

"Elmer can't hear you," the voice said. "I am in complete control of this body."

"W-who are you?" Chester asked nervously.

"I am an evil spirit intent on causing mayhem and chaos. An entity composed entirely of dark magic. They call me…Bob."

Silence.

"Bob?" Veronica asked. "What kinda evil spirit would be named…"

Veronica never got to finish her sentence, as Bob made Elmer shoot another electrical blast. It made contact, and knocked Veronica into the wall.

"Not so amusing now, is it?" Bob laughed. Then, he focused his attacks on the others, sending bolts of lightning in every direction. The class scattered, barely avoiding getting shocked.

"Whoa…Elmer isn't that strong!"

"No, but I am!" Bob laughed, then fired more blasts in every direction. The class quickly ducked behind a pile of ruble that had formed as a result of Vicky blasting through the wall. Fortunately for them, Bob was so caught up in causing destruction, he didn't bother aiming, so none of the shots were hitting them.

"Okay...okay...this is bad. What do we do?" Chester asked, still shaken up.

"Maybe we could split into two groups," Trixie suggested. "Half of us fight Bob, the other half goes and fights Vicky."

"Correct me if I'm wrong, Trixie, but didn't splitting up almost get you and me killed last time?" Cleft ask.

"We don't have a choice! If we stay around and fight Bob, Tootie will get killed! If we go after Vicky, Bob will follow, and we can't take them both on at once," Trixie pointed out.

"Yeah, so what are we going to, Timmy?" Veronica asked.

"Why's everyone asking me?" Timmy snapped.

"Because you've suggested good ideas the last three times," Trixie pointed out.

"The last time, I nearly got us killed," Timmy said.

"Well, you're still our best bet," Sanjay said, "so what's it going to be?"

"Alright, FINE. Sanjay, you've trained with Elmer more than anyone, so you lead the team to beat him. I'll go deal with Vicky. I'm taking two people. Who volunteers?"

"I do," Trixie said immediately.

Veronica was stunned. Timmy being alone with the other two girls? That wasn't good. She was about to volunteer, but before she could, someone else spoke.

"I do," Chester said.

"OK, you two come with me. The rest of you, hold Bob off, at least until one of the adults can step in and help you." With that, Timmy's group sped out of the gym.

Or, at least, they would have, if Bob hadn't been blocking the door.

"And where do you think you're going?" Bob asked, shooting another bolt out. Timmy dodged it, then pressed a button on his utility Cleft.

"Hey, Bob, think fast!" he said.

Suddenly, a small black ball shot out of Cleft's utility cleft. Bob quickly blasted it out of the air. But the ball turned out to be a smoke bomb. It exploded, blanketing the entire area in smoke, and allowing Cleft, Wonder Gal, and Muncher Lad to slip by.

"What was that?" Wonder Gal asked.

"Something I had A.J. whip up for me," Cleft replied as the trio sped down the hallway.

Bob, meanwhile, was coughing on the thick smoke, trying to see clearly. Suddenly, he heard a high pitched scream.

Instantly, he was struck with Sonic's powerful sound waves. He was knocked off his feet and into the hallway. Fortunately, the three that ran off were long gone, so Bob failed to see them escape.

As Bob recovered, he saw Sonic, Princess, and A.J. walk out of the smokescreen. Bob laughed. "You're actually trying to face me? You must be in a hurry to die!" With that, he let loose another blast of lightning. The three managed to dodge. A.J. instantly shot a mind blast. Bob saw it coming and, with an impressive leap, jumped over it.

Bob shot a blast behind him. It hit three lockers and, using electromagnetic energy, ripped them off the wall and flung them at his three opponents. A.J. and Sonic dodged theses, while Veronica merely iced hers and, with a kick, destroyed it.

"So...you can fight a little. It doesn't matter. Soon, you will all be nothing more than...WAIT!" he exclaimed. He surveyed the heroes. "Only half of you are here...WHERE'S THE OTHER THREE?" Then he realized what happened.

"Well...no matter. Victoria can handle those three. You, however, will fall to my might!" he said, shooting another bolt out. The trio dodged, then countered with moves of their own.

* * *

Tootie sighed. She was sitting in the upper levels of the academy, her bags next to her, ready to spend the holiday with her crush. She felt excited and sad at the same time. She couldn't wait to spend time with Cleft, but thinking about the gathering she was missing out on made her feel sick.

Reaching into one of her bags, she pulled out a framed picture. It was taken two years ago, before Vicky went rouge, when they were still family. In the photo, Mr. And Mrs. Strong were standing, waving to the camera. Vicky was sitting in front of them with her sister in a loving hug.

A tear ran down Tootie's cheek. How she longed to have her family back. Every night when she went to sleep, she wished she would wake up the next morning to discover the last two years had been nothing more than a horrible nightmare, and that her sister was still going to the academy.

"Why…can't I have a family?"

"Oh, but you do," a voice said behind her.

Tootie gasped in shock. She dropped the picture, whose frame shatter when it hit the floor. That voice was too familiar. After a few seconds, she dared to turn around, and her fears were confirmed.

"Vicky!" Instantly she bared her claws and got in a battle stance.

"Calm down, Tootie," Vicky said.

"Clam down? YOU WANT TO KILL ME! YOU TRIED TO KILL ME!"

"I admit, I gave up on you too easy. I'm sorry."

"It's two years too late for sorry," Tootie said icily.

"Tootie, please," Vicky said, beginning to advance. Tootie, seeing this, backed up, keeping her eyes on Vicky the whole time. Vicky continued walking forward until she stepped on something.

She looked down and saw the family picture Tootie had dropped. She reached down and carefully pulled the photo out of the frame. She sighed and looked at Tootie. "Don't you want things like this again," she asked, holding out the picture.

"Yes, but that's kind of hard with mom and dad dead," Tootie spat.

"No, I mean this," Vicky said, pointing to her and Tootie in the frame. "We used to be so close. We shared secrets, went shopping, played together…don't you miss all that?"

At hearing all these fond memories, Tootie's eyes began to water. She lowered her claws as the tears began to fall. "Yes…" she whispered.

"It can be that way again," Vicky said, walking over to her sister and placing a hand on her shoulder. "Don't you see? If you just come with me, everything will be okay. You'll have everything you ever wanted. We'll be a family again."

Now tears were flowing from Tootie's eyes. "I…I…"

"HOLD IT!" Cleft's voice shouted.

This caught Vicky off guard. She turned around and, to her immense anger, saw Cleft, Wonder Gal, and Muncher Lad, all battle ready.

"WHAT? I THOUGHT THOSE STUPID BOILS WERE SUPPOSED TO STOP YOU!"

"Yeah…but they didn't," Muncher Lad said simply. "Now let her go."

Vicky responded by saying something totally inappropriate, then leaping at the three heroes in training. Wonder Gal and Muncher Lad dodged, but Cleft had to bring up his staff to block a swing of her claws. As Vicky pressed against the staff, he called out, "Tootie, help us!" Tootie, however, remained in place, still frozen by what Vicky had said.

"What'd you do to her?" Timmy demanded.

"Nothing, but there's not much she will do for you." With that, she swung her other set of claws directly at his face.


	14. Family Curse: Takeover, Part 1

A/N: Wow, its been nearly a year since I made my first post! I wanna thank you all for reading, as well as assure you its far from over. I especially want to thank everyone who reviewed. Your words of praise kept me going.

Disclaimer: I don't own The Fairly Oddparents. Term superhero copyright DC and Marvel.

* * *

Sonic had trained with Sparky ever since they both came to the Academy. He had spared with him several times. He knew his moves inside and out. He was well prepared to fight him.

But he wasn't fighting him. He was fighting Bob. And Bob was much more powerful than Sparky. He knew how to use his powers better. He was also actually trying to kill his opponent rather than just stun it.

So Sonic knew any past training would be useless here.

Bob shot another bolt from his palm, which shot strait at Sonic. Showing great speed, he lifted off the ground, allowing the bolt to pass under him and hit the wall. Sonic then inhaled deeply, then let loose a powerful scream. Bob tried to brace himself, but he eventually was blown off his feet and into the wall. Bob tried to recover, but Princess let loose a blast of ice, freezing him against the wall.

"Well...that was easy," Princess commented.

Apparently, "easy" was the word that filled Bob with power, because as soon as that word left Princess' lips, Bob burst free of his prison.

"It's never easy," A.J. commented as he dodged a few blasts.

Bob, in a fit of rage, threw bolts in every direction. A.J. managed to dodge the blasts, then followed up with a mind blast. However, before it hit him, Bob summoned up a shield of electricity, which canceled the attack. Bob dismissed the shield, then shot another blast. This one hit A.J. strait in the chest. It knocked him strait back, causing him to crash into a row of lockers.

Bob smiled maliciously at what he did, but his happiness was short lived, as Sonic took the opportunity to fly in and punch him hard in the face. Bob staggered back until he was against the wall. Princess took that opportunity to shoot a beam of ice. It struck one of Elmer's hands, encasing it against the wall. Caught off guard, Bob was left disoriented for a moment, allowing Princess to pin his other hand. She then froze his legs, leaving him completely immobilized.

Sonic picked up chunk of metal that had fallen off one of the lockers Bob threw and walked over to him. "I truly hate to do this to you, Elmer, but..." With that, the hit Bob upside the head with the metal, knocking him out.

"Great, so now what do we do with him?" A.J. asked, having recovered from the blast Bob gave him.

"Nothing we can do now. Let us go help Cleft and the others with Vicky."

Everyone agreed on that. They quickly turned and ran down the hallway. However, just before they left the room, they heard what sounded like ice shattering. They immediately halted.

"Uh oh..." A.J. said.

Suddenly, a chunk of metal struck the back of Sonic's head. Sonic hit the ground, an intense pain throbbing in his head. Princess and A.J. turned to see Bob, completely free, his hand stuck out and his palm open.

"How do you like it," Bob said angrily, before he shot another blast of lightning. A.J. quickly put up a shield to block the attack. He then shot a mind blast at his opponent, but Bob blocked it with an electrical shield.

Bob then shot a blast at three more lockers and electromagnetically ripped them from the ground. He then threw them at A.J. and Princess. A.J. quickly tried to use his levitation powers to try to catch him in mid-air.

Unfortunately, him catching the lockers was the equivalent of a man trying to catch a bull head on. While he managed to catch them, the force of the throw caused him to shoot back into the wall. As A.J. was recovering, Bob shot another bolt of lightning straight at the dazed hero.

But the attack never made contact, because seconds before it hit, Princess made a dive for her teammate. She managed to push him out of the way just before the attack hit.

"Are you okay?" Princess asked, concerned.

"Uh…yeah, I'll be fine," A.J. said, still a bit dazed from the attack.

"You fools, do you really think you can beat me?" Bob said, shooting another bolt out at the pair. A.J. quickly put up a shield to protect them. "You fight well, but you are still no match for me. Give up now, and I'll make your deaths slightly less painful, you little…"

However, Bob was cut off mid-taunt by a blast of powerful sound waves. Caught off guard, Bob was blown off his feet and slammed into the wall next to him. Sonic, who had recovered from Bob's attack, was responsible.

"You forgot about me," Sonic said confidently.

Before Bob recovered, A.J. slammed him with a mind blast. "Sorry, Elmer, but this is for your own good," he said, firing another one. It hit Bob again, causing him to fall to the ground in pain.

Princess saw the opportunity to freeze him again. Quickly, she shot out a beam of ice, completely encasing Bob's torso in ice. She quickly froze his arms and legs.

Seeing this, Sanjay picked up another piece of metal and walked to the frozen villain. "Let's try this again," Sanjay said.

"Idiot. It didn't work last time, it won't work this time."

"Perhaps…but it is worth a shot." With that, Sonic whacked Bob in the head.

Sanjay turned to Princess. "Freeze his head."

Princess nodded, then turned to the unconscious villain. She shot the coldest ice beam she could muster at Elmer's head. The quick freeze kept Elmer alive, but it seemingly trapped Bob.

"Okay…that should hold him," Princess said.

"But…he broke out the last two times," A.J. said.

"Well… being completely frozen should at least slow down his recovery time," Sanjay said. "At least long enough to allow the adults to handle him. But right now, I think it's more important to go stop Vicky.

"Right. Let's join the others." With that, the three heroes quickly ran off to assist their friends.

No one noticed, as they left, that Elmer's eyes suddenly opened.

* * *

Vicky had never wanted to kill someone as much as she wanted to kill Fatale's classmates. For the second time they had interfered with what was otherwise a perfect plan. They were what were stopping her sister from seeing the truth. How she loathed them.

Most of that hatred was focused on Cleft. How she hated that boy. The one that seemed to lead the kids to victory. The one that served the Crimson Chin, the worse of all the heroes. How she hated him.

Which is exactly why she aimed for him first.

Vicky brought her claws down on the young boy, but the boy chin wonder brought his staff up to block. Vicky swiped at his side with her other claws, but Cleft skillfully jumped over the attack. He performed a flip and attempted to slam his staff into Vicky's face, but she brought her claws up and blocked. Her claws still pressing on his staff, Vicky pushed Cleft back. The young hero toppled back and fell to the ground. Smiling, Vicky swung her claws.

They made contact with Wonder Gal's wristband. The young heroine stood over her friend, blocking his opponent's attack.

"WHY YOU LITTLE B-" Vicky yelled, but she didn't get to finish her insult, because Wonder Gal swiftly punched her in the face.

Vicky stumbled back, her jaw aching and her anger at a new high. She looked at Wonder Gal with absolute fury before opening her mouth and saying a very bad word. Several, in fact. Then, she lunged right at the heroine, but she proved to be too speedy.

Angrily, Vicky stepped toward where Wonder Gal had run to, only to be greeted with a face full of chewed up desk, courtesy of Muncher Lad.

"ARGH, YOU LITTLE TWERP!" she screamed in annoyance.

Wonder Gal ran up to punch Vicky. However, to her surprise, Vicky dodged her attack then, in pure rage, slashed Wonder Gal in the stomach.

Wonder Gal screamed in pain and fell to the ground. Vicky, smiling evilly, brought her claws up, ready to destroy the girl.

However, a capsule suddenly landed between her and her victim. It exploded in a cloud of dust. Vicky coughed, backing up. She looked around; she couldn't see. Suddenly, a staff flew out of the smoke and slammed into her face. Vicky went flying out of the smoke and landed on her back. Cleft leapt out of the smoke screen and jumped at Vicky, slamming down his staff again. However, Vicky blocked with her claws, then kicked him off. Cleft did a mid-air flip and managed to land on his feet.

While Cleft and Wonder Gal fought Vicky, Muncher Lad ran to Tootie. "Tootie, help us!" he cried. He shook Tootie. "Come on! What's wrong?"

"Where are the others?" Tootie asked sadly.

Muncher Lad blinked in confusion. "What?"

"Why didn't the others come?"

"They're busy fighting the guys Vicky brought here. As soon as they're done, they're going to be here to help you. We want to help you, Tootie, but you need to fight too!"

However, Tootie just sat there. "I…I can't"

"What?" Muncher Lad asked.

"GET AWAY FROM HER!" Vicky shrieked. Suddenly, Vicky lunged at Muncher Lad and swung at him. Muncher Lad barely dodged the attack. In mid-air, he flipped, so he landed face first. However, he wasn't hurt, as he immediately started tunneling into the ground.

Vicky paused for a moment in sheer anger and frustration. Where was that little twerp? But she didn't have to wait long for an answer, because at that moment the ground gave way beneath her. Still caught off guard by Muncher Lad's quick tunneling, she failed to leap out of the way in time and fell through the floor.

Muncher Lad surfaced, then walked over to the edge of the hole he had created.

Bad idea.

Because the second he looked through the hole, Vicky sprung out of it, attaching her claws to Muncher Lad's uniform in the process. As soon as she landed, Vicky roughly body slammed him onto the floor, causing pain to erupt through his spine. Vicky lifted him up and slammed him down again, causing him even more pain.

Vicky prepared to repeat this process, but suddenly Wonder Gal jumped out of nowhere and gave a powerful punch across her face. Needless to say, Vicky went flying straight into the wall behind her.

Feeling disoriented, Vicky got up. Wonder Gal ran for another punch. Unfortunately, Vicky had recovered well enough to dodge the attack. As Wonder Gal stumbled past her, Vicky attempted to slash her in the back. Fortunately, Wonder Gal remembered the previous fight. She quickly turned and blocked with one of her bracelets.

Vicky angrily tried to slash again. However, Wonder Gal brought up her other bracelet to block. This repeated a few more times before Wonder Gal lifted her leg and kicked at Vicky's stomach. However, Vicky caught her foot and lifted it higher, causing Wonder Gal to lose her balance and fall to the ground.

With a malicious grin, Vicky slashed at Wonder Gal again, but she was still ready with her bracelets. Vicky brought down her other claws, but these were blocked with the other bracelets. Soon, the two were pushing against each other.

However, the stalemate was ended by Cleft, who swooped down and slammed his staff into Vicky's side. Vicky fell on her side, while Wonder Gal rolled out of the way and rose to her feet.

Cleft swung his staff again. However, Vicky was getting more and more enraged. She blocked the staff and, as quick as lightning, slashed Cleft in the chest three times. Cleft's second chance body armor saved him, but it was in shreds. One more attack would kill him.

However, that attack never happened, as Wonder Gal ran in and punched. Unfortunately, Vicky saw it coming. She sidestepped the young heroine and slashed her in the back. This time, she did it to fast for her to block. She let out a scream of pain and fell to the ground. Cackling evilly, Vicky prepared to finish her off.

But she didn't. At the last second, debris was shot in her face. Muncher Lad had saved his classmate.

Even more enraged, Vicky wiped the debris from her face, only to see three chin-a-rangs heading toward her face. She quickly sliced them out of the air. Wonder Gal ran in to punch, only to be avoided. Cleft then came in and swung his staff, which Vicky blocked. Soon, the three of them were in a fierce melee.

Muncher Lad took that opportunity to try and talk to Fatale again.

"Tootie, please, we can't beat her without you. You have to help us!"

"I…I can't. I can't fight Vicky."

"What are you talking about?" Muncher Lad asked, growing more and more concerned with what his classmate was saying.

"Look…regardless of what's she's done…she's the only family I have left. I can't fight her."

Now Muncher Lad was terrified. Had Vicky finally gotten through to her sister?

Muncher Lad put his hands on Fatale's shoulders. "Tootie, listen to me…"

However, whatever Muncher Lad was going to say was lost, because at that moment, Cleft and Wonder Gal flew above them and slammed into the wall. Both looked disoriented, but that wasn't the worst of it. Cleft had a deep wound on his stomach. His armor was gone.

Muncher Lad turned to see Vicky, still battle ready, glaring at him like a snake leering at its prey. "Well, well, two twerps down…ONE TO GO!" With that, she pounced at the child like a jungle cat.

* * *

Vicky was unaware she was being watched, not by her employers, but by the two cloaked figures. Both still had their faces hidden, but they were wearing something over their eyes. They looked like some of those fake X-ray glasses kids could order off of old comic books. The only difference was that these actually worked. They were looking through the walls of the Academy, observing the fights.

"Are you seeing all this?" the female one asked.

"Oh yeah," the male one said.

Suddenly, it dawned on the female figure how her teammate had said that. She looked at him…and saw that he wasn't looking at the Academy, but at her.

SLAP!

Her hand made contact with his face when she realized what he was looking at. "PERV!" she screamed.

"What?" the man said as he got up. "It's not like I haven't seen it before."

"Yes, but we're on duty. Keep your mind on the mission, we're supposed to be watching over Timmy Turner!"

"Well, if we're supposed to be doing that, why don't we poof in there and stop Vicky?"

"Were you paying any attention at all?"

"Probably not. I was thinking about cheese. Mmmm, 64 slices of American cheese."

The female shook her head. "Look, we're supposed to watch over this kid with minimal interference. If we keep bailing him out, he won't be able to fulfill his purpose. And if that happens…"

Both of the creatures shuddered at the though. "We only interfered last time because if we hadn't, Crocker would have killed him. We have to let him learn to fight on his own."

The two of them turned back to the Academy. "I can't believe that child is the one that's destined to stop the resurgence. But, I guess beggars can't be choosers."

After a moment of silence, the male spoke. "Oh, look, an ant!" he said excitedly. "I'm gonna call you Carl!" A bird instantly swallowed the ant. "NO, CARL!" he wailed heartbreakingly.

The female shook her head sadly.

* * *

Sonic, A.J., and Princess ran up the stairs to the upper levels of the Academy. Now that Bob was temporarily disposed, they could concentrate on rescuing Fatale…or so they thought.

Just before they reached the top of the stairs, the upper steps suddenly burst open. From the lower levels, Bob, still possessing Sparky's body, had blasted through the stairway and was now standing in front of his opponents.

"What? How…" Sonic stuttered.

"I told you it wouldn't work," Bob said smugly before thrusting his palm forward and unleashing a powerful bolt. A.J. quickly put up a shield, but the force of the attack knocked the three of them to the foot of the stairs.

As the three of them recovered, they noticed Bob was charging another attack. Instantly Sonic flew out of the way, while A.J. grabbed Veronica by the wrist and floated the two of them to safety.

Sonic let loose one of his powerful screams, knocking Bob off Sparky's feet. As Bob got up, Sonic flew at full speed toward him, fists first. He punched Bob in Sparky's face, sending him flying back.

Angrily, Bob rose to Sparky's feet, only to be greeted by an ice beam from Princess. She was attempting to freeze him again. However, Bob quickly rolled out of the way and broke what little Princess had frozen. He then shot a bolt at Princess, which made her go flying back down the stairway.

Suddenly, Bob felt Sparky's feet leave the floor. He realized A.J. was levitating him off the ground.

"Elmer, if you can hear me, I'm sorry!" With that, he flipped Bob upside down and smashed him into the ground. The knock to the head was supposedly enough to knock him out.

"That should handle him," A.J. commented.

Wrong.

At that moment, Bob leapt to Sparky's feet and blasted A.J. with a bolt of lightning "You idiots, you cannot possibly beat me with those weak attacks! And, if your attacks become full force, you friend dies! So just be good children and DIE!" he yelled, firing bolts in every direction.

As A.J. recovered, he mind raced. '_Why can't we knock this guy out? We've hit him on the head three times now…wait, THAT'S IT!"_

"Guys, aim for the boil!"

Bob widened Elmer's eyes when he realized what A.J. had figured out. "WHAT?"

Princess and Sonic, however, were confused. "What good would that do?"

"Think about it: the spirit manifests itself in that boil. That's where its brain is. The reason he hasn't stayed down long is that we've been knocking Elmer out, not Bob!"

"NO!" Bob screamed, shooting a bolt in A.J.'s direction. The boy genius dodged it. "You will never defeat me! YOU HEAR ME? NEVER!"

"Shut up," Princess said simply before firing a beam of ice directly at the boil. It immediately froze in a block of ice.

"AAAAH! BRAIN FREEZE!" Bob yelled, grabbing the boil that housed him.

Immediately A.J. picked Elmer up telepathically. However, instead of slamming him down on the ground, he put him down gentler and pinned him down.

"Quick, someone hit the boil!"

"NO!" Bob yelled again, wildly thrashing against his bounds.

"Hurry, I can't hold him for ever!"

Sonic obliged. He went to the pinned down Bob and punched the boil. Bob screamed in pain, so Sonic punched him again.

As Sonic lifted his fist up for a third attack, something unexpected happened. Bob broke free of A.J.'s grip, brought one of Sparky's hands up, grabbed Sonic, and sent a good eighty-five volts of electricity through him.

Sonic screamed in pain. Veronica instantly shot an ice beam to try and stop him. However, Bob saw it coming. Instead of dodging, however, Bob held up Sonic's damaged body and used it as a human shield. In seconds, Sonic was iced over. Veronica gasped in horror at what she had done. Bob smiled, then turned around and threw the frozen Sonic at A.J. The boy genius, not expecting such an attack, failed to dodged. The frozen hero hit him, causing him to fly back down the steps.

"Well, now its just you and me," Bob said to Princess.

Princess gulped nervously then launched a beam of ice at her opponent. Bob dodged, then fired a bolt of lightning. Princess dodged then threw a few icicles. The two opponents continued to throw attacks back and fourth until finally, Princess fired a blast that missed so terribly, it hit the floor three feet in front of Bob.

"Ha! You missed!" Bob taunted.

Princess smirked. "Wasn't aiming for ya!"

"Yeah, right," Bob said, stepping forward.

Unfortunately for Bob, Princess was telling the truth. She wasn't aiming for Bob, but the floor in front of him. When Bob stepped forward, he slipped on the ice Princess has made. Bob fell over and landed on Elmer's back.

Caught off guard, Bob failed to stop Princess from running up to him and jamming an icicle deep into the boil that housed him. As Bob screamed in pain, Princess pulled at the icicle hard, pulling the entire boil off Sparky's face.

Sparky screamed in pain, but that soon faded. The young hero rubbed his head, then looked up at Princess. "Ugh…Veronica?"

"Elmer! Thank goodness! You were…

"…being controlled by an evil spirit, I know," Sparky finished.

"You do?" Veronica asked, surprised.

"Yeah, I was being controlled, but I was aware of everything that was happening. Except, of course, for those times when Sanjay and A.J. hit me in the head knocked me out!"

"Oh, yeah, sorry about that," Sonic said, coming up the steps with A.J.

"Whatever, let's just go help Tootie," Sparky said.

However, before any of them could do anything else, the boil suddenly shot from the ground in a dark streak and made a beeline for Sparky. However, Princess quickly stepped in and shot an ice beam around it, encasing it in a block of ice. It fell to the ground.

"Are you sure that will hold it?" A.J asked.

"Hey, if that can keep him encased for a few minutes when he was possessing Elmer, it better work longer when he doesn't have a host," Princess said, beginning to walk up the stairs again. After a moment, the others followed her.

* * *

Muncher Lad had to do a VERY impressive back flip to avoid Vicky's claws. Vicky kept advancing to slash, but the hungry, hungry hero kept moving just out of her way. Finally, she did hit something…the wall.

"WHY YOU…" Vicky started, but she stopped when she realized what had just happened: her claws were stuck in the walls. Normally, she would have been able to pull her claws out in situations like this, but the Academy's walls proved to strong for her to do so. While she was desperately pulling, Muncher Lad ran up to her and grabbed her free hand.

"What are you…" Vicky started to ask, but stopped when he did something unexpected: he bit Vicky in the arm.

Now, Muncher Lad's jaws can cut through the walls of the Academy.

Compared to that, Vicky's arm, and the bone inside it, were nothing.

"AAAAAAAAAAHHHHHHHHHHHHHHHHHHHHH!" Vicky gave out a deafening yell as she felt her bone shatter. The pain caused her to react so quickly that she dislodged her claws. She immediately slashed the hero off her. She looked at her broken arm, then at Muncher Lad. If looks could kill, no one would have been able to find his remains.

Finally, she spoke. "WHY YOU LITTLE…" followed by two pages of words I can't type hear. Immediately, she dashed in and slashed Muncher Lad in the chest.

Muncher Lad was VERY happy that all heroes were required to wear second chance body armor. It was the only thing that kept him alive that day. Vicky's blind rage meant lackluster cuts, so it to ten slashed before his body armor was completely destroyed. Her eleventh attack, however, got him across the chest.

Fortunately, Vicky didn't get a twelfth attack in, because Wonder Gal had finally recovered and saw what Vicky was about to do. She ran in and gave her an intense punch in the face.

Vicky felt her jawbone break as she went flying back and into the wall. As Muncher Lad recovered, he decided to go over ant try to talk some sense into Fatale again. Wonder Gal, thinking Vicky was knocked out went to treat Cleft's wounds.

"Tootie, please, you have to help us!" Muncher Lad pleaded.

"I told you, I can't. I just can't fight the only family I have."

"Tootie…you have another family."

Fatale looked up at Muncher Lad, confused. "What do you mean?"

"Tootie…we're risking our lives to save you. Instead of running for cover and hoping the adults could handle it, we fought Vicky and an evil spirit all for you. Tootie…we can be your family."

At that moment, Sparky, Sonic, A.J., and Princess all burst into the room. "Are we too late?" was the first thing out of A.J.'s lips.

"HOW ARE YOU FOUR STILL ALIVE! THAT STUPID BOIL SHOULD HAVE KILLED YOU!"

"Yeah, but it didn't," A.J. said simply. "And it looks like your arm is busted. There's no way you can take us all on with just one arm.

Vicky's expression looked like a mix of anger and worry. As enraged as she was, she realized A.J. was right. She had lost the last battle with them, and she had been at full strength.

However, before she could respond, something very odd happened. A gigantic blue ball of energy appeared in the center of the room. Slowly, it began to take shape...the shape of Dr. Crocktopus.

"VICKY! What's taking so long?" the energy said.

"Your stupid boils didn't work! I'm pinned down!"

The energy turned its head toward the students and sneered. The students got into battle positions.

"Don't bother. I'm just a projection," the energy said. It turned back to Vicky. Suddenly, two of its tentacles flew off of it and toward Vicky. The first tentacle wrapped itself around Vicky's broken arm. A second later, it disappeared...and so did any injury Vicky had.

The second flew into Vicky herself. Suddenly, Vicky's eyes began to shine blue. Her entire body gave off a strange aurora.

Crocktopus' projection turned back to the children. "This isn't over," it said simply. With that, it disappeared.

Vicky smiled, showing off her razor sharp teeth. "Guess who's back, and better than ever!" Suddenly, she leapt straight forward, hoping to shred the kids to bits. However, before she got close, something blocked her attack.

It was Fatale.

"Tootie...what are you doing?"

"I can't let you hurt my friends," Fatale said simply before pushing her sister back.

"Tootie...your coming with me, weather you like it or not!"

"No, I'm not," Fatale said simply.

With that, every student, except Cleft who was still unconscious, lunged toward the evil teenager, ready to take her down.

* * *

The Crocktopus projection, minus two tentacles, appeared in the staircase where the kids had defeated Bob. After scanning the debris, he found the frozen spirit. The projection released another tentacle. This one flew into the ice, shattering it.

The spirit immediately flew up and zipped around the room, looking for its host. "Calm yourself, my creation," Crocktopus said through the projection. "That human body was too weak. Take the rest of this magical body. I think you'll find it most pleasing." With that, the body transformed into a blue streak, which flew around the spirit. Seconds later, it formed into a body nearly identical to Elmer's, only with no face.

Laughing evilly, Bob ran upstairs to join Vicky.


	15. Family Curse: Takeover, Part 2

Hey folks! Sorry for the delay, but my mom's computer totally screwed up this chapter. I tried fixing it, but if you see any mistakes, let me know.

Disclaimer: Fairly Oddparents not mine. Superhero trademarked DC and Marvel

* * *

During their last fight with Vicky, it had taken every student to win, and even then they had barely come out on top. Now, Vicky stood before them, completely3refreshed and seemingly powered up, while they were still fatigued from recent battles. The odds were against them.

But then, what else was new?

Vicky quickly jumped out of the way of kids attacks, so the students ended up causing no damage whatsoever.

Fatale was the first to try another attack. Eager to avenge her crush and strike her sister back, she leapt forward once more and delivered a powerful slash. Vicky blocked the attack, then slashed at her sister. She dodged, then followed up with an attack of her own.

Vicky blocked the attack, but didn't notice Wonder Gal rush in. The brunette managed to land a powerful punch on her cheek.

Normally, this was capable of breaking someone's jaw. However, Crocktopus' magic had done more than recharge Vicky. It had powered her up. She stumbled a step back, but then stepped forward and slashed Wonder Gal in the stomach. Caught off guard, she failed to block, and took the very damaging attack.

Fortunately, before Vicky could attack again, A.J. shot a powerful mind blast at her. Unfortunately, Vicky saw it coming and back-flipped out of the way. A.J. followed up the attack with several more blasts and was soon joined by Sparky, who shot bolts. But Vicky's reflexes seemed to be enhanced as well, because Vicky dodged all of those attacks.

As soon as Vicky finished dodging those attacks, an ice beam cast by Princess hit her. As ice began to encase her, Wonder Gal, Sonic, and Fatale rushed at her, hoping to hit her while she was frozen.

Unfortunately, Vicky's enhanced ability showed again, and she burst out of the ice, sending shards in every direction. Immediately Sonic unleashed a powerful scream directly at the rouge teenager. She covered her ears but, to everyone's amazement, she managed to hold her ground.

Immediately after the attack she leapt into action. Her claws lashed onto Sonic's uniform. She then threw him into Wonder Gal. Finally; she kicked her sister in the stomach, causing her to fall to the ground.

"Come on, Tootie, don't make me hurt you anymore," Vicky pleaded.

Her pleas fell on deaf ears, as Tootie sprang back up and slashed at her sister's face. Vicky, however, was quick to block. The siblings threw attacks at one another, looking like two participants of a sword fight.

Finally, Vicky got desperate and slashed her sister in the chest, not deep, but bad enough to cause her to stop in surprise.

"Sorry, Tootie, but it's for your own good," Vicky said. With that,3she kicked Tootie in the face. The young heroine went flying across the room until she hit the wall. She immediately lost consciousness.

"Now then," Vicky began, but she never finished, because at that moment a huge chunk of debris flew directly into her face. She was knocked back a few steps, and recovered in time to see another chunk heading for her. She saw Muncher Lad was responsible.

She immediately slashed the incoming chunk out of the air, only to see another one. She slashed it out of the air as well, and did the same to all of Muncher Lad's shots.

However, just before the last chunk of debris hit, and ice beam struck Vicky, freezing her arm. Caught off guard by the attack, Vicky failed to block the final piece of debris, which smacked her in the face.

Vicky stumbled back a few steps and regained her balance. She now had a black eye and her nose was bloody. Oh, and one more thing was noticeable.

She was very, VERY ticked off.

"WHY YOU LITTLE..." The kids didn't understand a single word she said after that, which was good, considering their age.

The kids decided not to wait for Vicky to make the next move. A.J., Sparky, and Princess all shot blasts out at once, but Vicky managed to dodge. The fired more attacks, but Vicky managed to dodge them all until finally she leapt in and swung her claws as the three students.

However, her claws were blocked at the last minute by a shield put up by A.J. Vicky didn't have time to contemplate this new development, because immediately after it happened Wonder Gal ran in and punched her in the face.

Vicky stumbled back slightly, and Wonder Gal moved forward and punched her again. By now, Vicky was getting even madder then she usually was. The next punch she threw, Vicky caught in her hand.

Considering Wonder Gal's strength, this was an amazing feat.

Vicky smiled, the blue aurora around her glowing brighter. Then, she tossed Wonder Gal over3her shoulder and into the wall. Wonder Gal hit it hard enough to feel dazed, but not enough to be knocked out.

Vicky didn't have time to celebrate this small3victory, because at that moment, A.J., Princess, and Sparky all shot their attacks. With her quick reflexes, however, Vicky dodged each attack with ease. The three heroes-in-training were about to attack again when something unfortunate happened.

A blue blast of energy hit Princess in the back of the head.

As Princess hit the ground in pain, the remaining heroes (and Vicky) all turned their heads in the direction of the blast.

They were all surprised (and, in the heroes' case, horrified) to see Bob standing there in his new body.

"Well, someone forgot to invite me to the party," the evil entity sneered.

"Well, I guess your not totally useless after all," Vicky said.

"Oh really, Victoria, did you think I would go down that easily?"

In the old days, heroes and villains alike would wait for the banter to finish before the fight commenced. However, that is not the way things worked anymore. While the two villains were talking, Sonic snuck up on Bob and gave a powerful punch to the head.

A punch that went right through its target.

If Bob had a face, he would have smiled. He lifted his palm up to Sonic's face. "Sorry, but it's not that easy!" With that, he fired a blast of magic right at Sonic's face. The young boy went flying into the wall behind him.

Immediately A.J., Sparky, and Princess redirected their shots at Bob. However, as their attacks headed toward the spirit, his magical body reshaped itself into a stream of energy. The stream then snaked its way around the shots before returning to its normal form.

"Ah, this is nice," Bob said. "But I think I'd prefer my real vessel," he said, eyeing Sparky, who gulped nervously.

As this was happening, Vicky decided to take advantage of the situation and strike the young heroes from behind. Giving an evil grin, she raised her claws and brought them down on A.J.'s neck.

At a later time, A.J. would note that any bad luck they had in battle would immediately be followed by good luck. Bob coming back from defeat was bad, but a recovered Wonder Gal noticing Vicky attack seconds before his head was chopped off was good. The young heroine, who blocked it with her wristband, brought the attack to a halt. She then delivered a powerful punch to Vicky's jaw. However, Crocktopus' magic was still in effect, so Vicky only stumbled back slightly.

Wonder Gal stood battle ready. Soon, Muncher Lad and a recovered Sonic joined her.

Soon, the melee started up again, with Sparky, A.J., and Princess attacking Bob and Wonder Gal, Muncher Lad, and Sonic fighting Vicky. Fatale and Cleft were still unconscious.

A few seconds into the battle with Bob, Sparky and his teammates discovered something: while physical attacks passed right through Bob's new body, elemental (and mental) attacks were still effective.

A blast of electricity struck Bob's chest, causing him to scream in agony. Within in seconds, however, he was back to normal, attacking with full strength. He fired a magical blast aimed for Princess, but she quickly summoned a wall of ice to protect herself. The blast shattered her frozen shield, but she remained unscathed.

A.J. shot three mental blasts out at his opponent, but Bob simply dodged these attacks, then fired an attack of his own. A.J. projected as shield that stopped the blast from hitting him, but he was knocked back into the wall.

Princess shot a beam of ice at Bob's chest. Bob saw it coming, however, instead of dodging he merely reshaped his body to the point where a hole appeared in the middle of his chest. The beam passed harmlessly through, while Bob shot a blast at his opponent.

Sparky shot a bolt out at Bob, but he elegantly dodged the attack. Sparky continued to fire bolt after bolt at the source of his family curse, but Bob's morphing body allowed him to shift out of the way every time. Finally, Bob fired the magical blasts, which Sparky barely managed to avoid.

Immediately afterward, Bob had to dodge a beam from Princess and a blast from A.J. The two fired synchronized attack until Bob fired two waves of magical energy at his attackers. The attacks struck their targets in the chest causing the two to get knocked off their feet.

"You fools. Defeat at my hands is inevitable. Soon, I will have my proper vessel back, then my fellow spirits and I will be able to wreak havoc as we please. But first, I will destroy the rest of you!"

* * *

Meanwhile, the three other heroes that were capable of fighting were taking on Vicky, who's magical upgrade was definitely presenting a challenge. The three had not landed a single attack since Bob had returned, and it didn't seem like they would at all.

Sonic attempted another punch, but Vicky grabbed his uniform with her claws and tossed him aside. Wonder Gal thought of using her lasso, but remembered what had happened the last time she used it on her, and decided to attack with more conventional means. She leapt into the air and came at Vicky with a flying kick.

Vicky, surprisingly, managed to catch the kick in mid-air. She slammed the young heroine into the ground. She then lifted her back up and slammed her down again. Before she could repeat this process a third time, however, Muncher Lad leapt onto her arm and bit her again.

When Muncher Lad did this previously, Vicky's bone shattered. This time, however, Crocktopus' magic was in effect, which meant Vicky's arm wasn't broken.

However, he still bit clear through her skin and to the bone.

Vicky howled in pain, releasing Wonder Gal from her grasp. She furiously shook her arm, trying to get the small hero off of her. Finally, her rage soothed enough for her to think clearly. She quickly unsheathed her claws and prepared to slash Muncher Lad.

When suddenly she was punched in the cheek by Wonder Gal. The young heroine had mustered all her energy into the attack, so Vicky actually felt pain this time. In fact, Wonder Gal could hear a crack when she made contact. Vicky went flying strait into a wall.

Before she could get up, Sonic hit her with his powerful sound waves. Vicky was pinned against the wall by the powerful waves, the force crushing her. After about thirty seconds, Sonic stopped, and Vicky fell to the ground, supposedly unconscious.

One of the basics of being a hero was, if the villain was knocked, you never, NEVER get closer to see if they're really unconscious. You attack him or her from afar just in case. Remembering this, Sonic picked up a piece of debris created from the fight and hurled it at Vicky.

It never reached its target, because it was cut in half. As it turned out, Sonic had picked the correct course of action. As it turned out, Vicky wasn't unconscious, she was merely playing possum. When she heard the rock coming (her hearing had been enhanced as well) she jumped to her feet and destroyed it.

"So, you twerps are smarter than I gave you credit for. Still, you are no match for me!" she declared, lunging forward. She grazed Sonic, cutting the red flaps of his costume, but failed to cause and damage. Sonic inhaled, preparing for one of his screams, but Vicky leapt back at him.

This time, she didn't miss.

Sonic let out a choke as he felt Vicky's claws dig into his stomach. Immense pain overtook him. Vicky pulled her claws out, and Sonic collapsed to the floor, still alive but in a great deal of pain.

"Oh, darn, it looks like I missed your vitals. Oh well, your as good as dead anyway!" she said.

Suddenly, Vicky spun around and swung her claws. Wonder Gal, who had tried to sneak up behind her, just barely managed to avoid the attack.

"Nice try, but you can't stop me now!" she sneered, swinging her claws again.

They were blocked by another set.

Fatale, who had regained consciousness, was pressing her claws against her sister's with all her strength.

You're strong, Tootie, but I can make you stronger. Please, just let me slaughter these guys so we can leave."

"Let me think about that...no!" With that, the two started fighting.

* * *

Bob hurled another blast at his opponents. Laughing evilly, the spirit fired shot after shot of magic at the three heroes he was fighting. The three heroes weren't having much luck fighting him.

Bob shot a blast at Princess, who leapt out of the way and landed next to A.J. "This is no good," Princess said. "We can't even touch him."

"I know. How...wait a second. Is he getting smaller?"

Princess examined Bob. Currently, the spirit was attacking Sparky, who was doing his best to dodge. Princess realized that when the fight started, Bob was the same height as Sparky. Now, he was an inch smaller.

"He is."

"Of course," A.J. exclaimed. "Bob's body is entirely magic... which he uses every time he fires. Meaning, he has to run out sooner or later. Follow my lead!"

A.J. floated forward. "Hey, Bob! Is that the best you got?"

Bob stopped attacking and turned to face the boy genius. "What?"

"Come on, are those tiny little blasts the best you can do? I mean, really, if that's it, you're obviously no threat without Sparky's body."

If Bob had a face, it would most likely look ticked.

"What?"

"Uh, yeah," Princess said, getting the hint. "I mean, I was shooting bigger ice chunks when I was three. If that's all you got, then you're not even worth our time to fight!"

"Uh, guys," Sparky said, "it's probably not a good idea to tick off the villain."

"Oh, come on Elmer, if that's all he's got, why worry?"

"YOU FOOLS!" Bob screamed, "I will show you who has power!" With that, he summoned up a ball of energy twice as big as normal and fired it at A.J. and Princess. The two ran in opposite directions, and the blast hit the wall.

"Is that it?" A.J. taunted. "With that kind of fighting, I'm surprised you lasted this long.

That, of course, made Bob even angrier, so he fired an even bigger blast.

A.J. grinned. For the first time in a while, things were starting to work out.

* * *

If A.J. had seen what was happening at the fight with Vicky, he wouldn't be smiling. Because while Bob was causing his own defeat, the red haired villainess was causing a lot of pain.

Muncher Lad was feeling most of it.

Mainly because Vicky had her claws dug into his side.

As Vicky pulled her claws out of the hero's side, Muncher Lad fell to the ground, groaning because of the immense pain.

"Oh, darn," Vicky said smugly, "I missed the vitals again. Oh well, at least now I get to see you squirm!"

As soon as she finished saying that, she was hit on the side of the head. She had been boasting so loudly she didn't hear Wonder Gal leap toward her. The super strong heroine hit her opponent with a kick to the cheek, causing her to collapse to the ground. Wonder Gal stood over her opponent and slammed down on her face with her fist. She lifted her arm, then repeated the attack.

When she lifted her arm for a third attack, however, Vicky responded. She grabbed the heroine's fist before it hit her. Angrily, the evil teen jumped up and threw Wonder Gal against the wall.

Fatale, seeing this, leapt at her sister, but Vicky grabbed her out of midair. She then threw her younger sibling against the same wall. When she hit, Wonder Gal could hear a sickening crunch.

"Now you've gone and done it," Vicky reprimanded. You made me break your back. If you don't get back up, it will be easier for the both of us.

Fatale tried to ignore her sister's suggestion and tried to stand. However, her spine was broken, so all she accomplished was putting herself in a great deal of pain.

Wonder Gal began to get up, but Vicky placed her hand around her neck and forced her against the wall. Wonder Gal struggled, but it was in vain, as Crocktopus' upgrade had left the red haired teen with increased strength. Vicky grinned, baring her sharp teeth as she lifted her claws up.

"You've really been a pest, but you won't be bothering me much longer!"

* * *

Cleft slowly opened his eyes. He felt a great deal of pain. When he looked down, he saw that his uniform was torn and bloody.

Very bloody.

He groaned, and looked around trying to locate his friends. He finally saw Wonder Gal and Fatale.

That was good.

Then he saw the position they were in.

That was bad

* * *

After taking a second to savor the moment, Vicky brought her claws down on her helpless victim.

However, just like any previous attempts to kill her enemies, this one failed. But unlike her previous failures, this one was unexpected.

Her claws were stopped by a staff. Cleft's staff.

Wonder Gal, Fatale, and Vicky's eyes practically popped out of their sockets. There, with a determined look on his face, was Cleft. His uniform was still tattered, and his utility cleft was missing, but all his injuries had disappeared. There wasn't a drop of blood on him.

"HOW THE H-" Vicky began, but never finished, because Cleft pulled his staff away then slammed it into Vicky's face. The villainess went flying across the room. Considering the enhanced strength she was given, this was an amazing feat. She hit the wall and supposedly slipped into unconsciousness.

Eventually, Wonder Gal got her bearings strait enough to ask the question. "How did you do that?"

Cleft looked puzzled. "Do what?"

"Make all your injuries disappear! Knock Vicky clear across the room! How were you able to do that?"

Cleft looked down at his shredded costume. I seemed that he was only now he was realizing what he had done. He looked back up at the two heroines.

"I don't know…"

* * *

"I thought you said not to help him," the male figure said.

"I didn't! I assumed you did. Let me see your wand!" the other figure demanded. After a moment, the male complied and gave her his star-tipped wand. After a moment, she gave it back.

"It wasn't a spell. It was him. His powers are beginning to come forth. Through sheer determination to help his friends, they activated."

"Cool! So he'll be ready soon?"

"We better hope so, because if he's not, it will mean the end of us all. We have to keep watching Cleft."

"No problem. And, no longer grieving over Carl's death, I am totally focused on…OOH! A BEE!" he said excitedly, moving toward the insect. "I'm gonna call you Cindy!" At that point, the same bird swooped in and snatched the bee. "CINDY! WHY?" he cried.

The female shook her head.

* * *

"YOU INSIGNIFICANT INSCETS!" Bob yelled. "YOU WILL ALL BE DESTROYED!" The spirit was firing even more blasts, and they were getting bigger. "I WILL SQUASH YOU!"

"I think you're a bit to small to do any squashing," A.J. said smugly.

"WHAT ARE YOU TALKING ABOUT?"

A.J. smiled, then pressed a button on his chair. A mirror on a mechanical arm popped out. "See for yourself!"

Suddenly, Bob saw something that horrified him: he was only foot tall.

"No…NOO!" he screamed.

"Now these odds I like," Princess said, raising her hand. Within seconds, Bob was encased in a block of ice. "Perfect," she said, picking up the trapped villain. "Now let's get back to the others.

* * *

Needless to say, the three heroes that were fighting Bob were surprised when they came back and found their supposedly fallen comrade had gotten back up and had no signs of damage. They were even more surprised to find he had knocked out Vicky with a single blow. They didn't have long to contemplate this development, as three of their classmates needed medical attention.

Sparky picked the injured Sonic off the ground and moved one of his arms over his shoulder. Cleft did the same for Muncher Lad. A.J. lifted Fatale off the ground with his powers, as picking her up probably would have hurt her back.

"Hey, did you get Bob?" Cleft asked.

Princess smiled. "Right here," she said, holding up a block of ice with the spirit inside. "Don't worry, he won't break out of th-"

Princess was cut off as she suddenly felt a very sharp pain in her back. Upon felling this, she jerked her hands upward, sending the trapped spirit flying upward. Princess collapsed to the floor, and everyone saw her attacker.

"VICKY!" the students said.

The teen said nothing in response, she merely stuck out her hand. Seconds later, Bob landed safely in her grip. At that point, Cleft realized she was carrying something else.

"My utility cleft!" he exclaimed.

Vicky tucked Bob under one arm, then raised a set of claws. They began glowing blue, obviously Crocktopus' magic at work. She slashed down, and it had an interesting effect.

Vicky had literally torn a hole into reality. As the portal glowed, she turned to the heroes. "I may have lost this round, but I got a nice consolation prize. Oh, and keep in mind, Tootie: you will join me eventually!" With that she leapt into the rip in space and time she created. Seconds later, it disappeared.

* * *

The female figure raised an eyebrow. "Why would she take that utility cleft?"

"Who knows? Maybe…" the male began, but he was interrupted by a ringing sound.

The female pulled a pink cell phone out of her pocket and answered it. "Hello…yes, we are watching him…what? Okay…thank you." With that, she hung up. "We're going to be taking a different approach with our jobs."

* * *

"So…Victoria took Bob and your utility cleft?" the Chin asked his ward. It turns out, the older heroes fight had gone well. It took a while, but they manage to overpower and stop the two spirits, separating them from their hosts. They had come to the kids' battlefield just seconds after Vicky disappeared.

"Yes," Cleft answered. "But I have no idea why she would want it."

"Well, you have spares, so it shouldn't hurt your training. We'll worry about it after the Thanksgiving holiday.

Meanwhile, Wonder Gal was talking about the fight with her dad. "So, you actually managed to defeat a villainess with six years more experience?" he asked. Wonder Gal nodded. The full grown hero thought for a minute. "Well, I suppose if your that good already, there might be something to this academy after all. I've decided to let you stay."

"Really?" Wonder Gal asked excitedly.

"Yes…but only if you promise to stay away from that powerless boy. Understand?"

"Y-yes," Wonder Gal answered timidly.

"Good." Before Wonder Man could continue, the Chin addressed the crowd.

"Well, it looks like our kids have already shown their progress. I'd say those tests are unnecessary." There were cheers of agreement. "All right then, let's let our kids get there things so we can head home to Thanksgiving dinner."

* * *

"So…the spirits failed. No matter, I didn't expect them to work," the mysterious villain said.

"Then why did you order the attack?" Vicky asked, puzzled.

"I needed to get my hand on this," the villain explained, holding up the utility cleft. Without another word, he tossed it into a dark corner of the room.

It was caught by Dr. Bender. Crocktopus floated beside him. "Begin making copies of those weapons immediately," the villain demanded. Bender nodded and receded into the darkness. "Crocktopus, I believe you wanted a word with Victoria."

"Yes, I do," he said, floating toward the girl.

"What's this about?" Vicky asked.

"Simple. You handled the temporary power-up I gave you well. You even remembered the portal trick I taught you."

"Yeah…and?"

"You see, people with my kind of magic can give others the gift to use it permanently. We can only choose one person in our entire lifetime. And I've chosen you. Congratulations."

Vicky blinked. "Really?…Well, I guess I accept then."

"How long until she is ready for battle?" the villain asked.

"Normally…it takes a year for them to become skilled enough to operate in the field.. But I estimate she will be ready in two months."

"Excellent. And your other project?"

"It will be ready around the same time."

The villain smiled. "Good. Get to it then. Soon, those kids will be crushed!"


	16. Gary: Infiltration

A/N: Here's chapter 16. Sorry it's so short, next chapter will be longer.  
0000000

For once, the Exclusive Class had some peaceful times. For more than a month after the joint attack of Vicky and Bob, neither of them had been seen. They proved impossible to track.

After Thanksgiving, things had gone back to normal, or at least what was considered normal for a hero in training. Wonder Man now had a annoying habit of popping into the Academy to make sure his daughter wasn't socializing with Cleft. Fortunately, whenever she spent time with him, it was in their civilian disguises, so she was always able to pass him off as an ordinary civilian who was unaware of her hero status.

The crisp autumn leaves soon disappeared, replaced with a blanket of white snow. Red and green decorations practically covered the hallway. The Christmas season had come.

Those days were especially good. Even villains seemed to take the holidays off, meaning the heroes were free to do so as well. The Academy held a school wide Christmas party, meaning the class got to exchange gifts before heading home for the holidays. Even Tootie, with the help of Trixie, managed to get enough money to buy gifts for her friends.

It was now January, and the kids were heading back to school. They had all agreed to meet in Dimmsdale Central Park, which, like the rest of the town, was covered in white snow.

By the time Cleft had gotten there, the rest of the class had already assembled. They were all participating in a snowball fight, with Chester, Tootie, and Trixie on one side and everyone else on the other. Unfortunately, no one had seen him coming. The end result was three snowballs to the face.

The first thing he saw when he wiped the white powder from his eyes was his friends standing over him.

"Oh my gosh, I'm so sorry, Timmy," Trixie said apologetically, helping the buck toothed boy to his feet.

"Ugh…saright," he said groggily. "Vicky and Crocktopus hit ten times worse then that."

"Yeah, sorry about that," A.J. said. "We thought you were the enemy…what are those?" he asked, pointing behind Timmy.

Timmy turned his head and saw what the boy genius had been pointing at. "Oh, they're my Christmas presents from the Chin," he explained.

They were dogs. But they weren't normal dogs.

The most obvious oddity was their color. One of them was bright green, while the other was pink. They were both wearing black collars with star shaped tags. Also, they seemed to have human eyes, with iris that matched their fur. A specific breed seemed impossible to pinpoint.

"They seem…strange," Veronica said.

"That isn't the half of it. They're super powered," Timmy told them.

Slobbering blissfully, the green dog began to wag his tail. Whenever the tail hit the ground, it caused a small tremor.

"Whoa, you weren't kidding," Chester said.

"How'd they get that way?" A.J. asked.

"The Chin says he found them this way. We took them to a vet, but he couldn't find anything that made them like that," Cleft explained.

"So…what did you name them?" Sanjay asked.

"Well, they already had collars with names. The green one is Ace, and the pink one is Clefto."

"Wait, if they already had collars, then don't they belong to someone else?" Elmer asked.

"Well, the collars also said whoever found them could keep them. I guess they were abandoned."

"Aw, poor things," Tootie said, patting Ace on the head. The green mutt slobbered happily.

"So, they're going to let you keep them in the dorms?" A.J. asked.

"Sure, there's no rule against it. Now, let's get back to that snowball fight you guys were doing."

Everyone agreed, and within seconds the park was a melee of white powder.

0000000

As soon as she was sure the kids weren't watching, Clefto ducked behind a tree. She pressed a button on her collar, and a small speaker came out of it. Then, she spoke, with perfect English, into it.

"This is covert soldier number 032001. Soldier number 072106 and I have successfully infiltrated the Dimmsdale Superhero Academy under the disguise of dogs."

"Excellent," an Austrian accented voice said on the other end. "Continue to monitor the progress of the boy they call Cleft. Remember, he is vital to stop the upcoming disaster, so DON'T SCREW IT UP!" the voice yelled, causing Clefto to pull the phone away from her ear.

"Yes sir," she said wearily, hanging up the phone. She turned her head to find Ace scooting through the snow on his butt. "You know, the humans aren't watching anymore. You can quit acting like a dog."

"I know…but it's so much fun!" Ace cried happily.

Clefto blinked. "The monkey. I should have married the monkey."

00000

Chester darted carefully behind the trees, ready to unleash a load of white powder on the next one foolish enough to cross his path. He was broke out of his war mindset by a snowball flying over his head. He turned around and saw A.J.

"Ha! You can't hit the broad side of a-" he was cut off when a snowball struck his face.

"I only threw the first one so you'd turn around," A.J. taunted.

Chester got up, wiping the wet substance from his face when there was a rumbling noise. He looked to his left. "Uh…guys, I think we're going to put the snowball fight on hold."

The others were about to ask why, but they soon saw the problem. But they couldn't believe it.

What they were seeing was a snowman…that was moving on its own. It had a corncob pipe, a button nose, and two eyes made out of coal, but it didn't seem like a jolly happy soul. As a matter of fact, it looked ready to attack the first person who got near it, which was exactly what it was doing.

"HELP!" the man yelled as the snowman lifted him above his. Head. He then threw the man aside and turned his gaze at the heroes-in-training.

"How did this happen?" Sanjay asked.

"According to the computer in my chair, that thing is radiating familiar magic. This is Crocktopus' work," A.J. informed.

"Wow, what an incredibly convenient explanation," Chester chimed in.

"I say we do something about it," Timmy said.

"I don't think we have a choice," Elmer said pointing to the snowman. They realized the monstrosity was lunging at them.

The heroes scattered in different directions as the lumbering pile of snow charged right at them. Fortunately, the heroes-in-training were wearing their uniforms under their civilian disguises, so it wasn't long before the class was ready for battle.

Cleft, as usual, was the first to charge in. He leapt in with a flying kick, which knocked the snowman's head off. The creature grunted, its stick arms desperately searching for its head. Sonic took the opportunity to fly in and attack. The young hero plowed right threw his target, causing what remained of the creature to become lost among the snow.

After a pause, Muncher Lad spoke. "Is that it?"

At that point, about ten more snowmen made their presence known. They came charging in, roaring lightly.

"It's never that easy," Sonic muttered as the class prepared for battle.

Cleft pulled out his staff and charged at the nearest snowman. The creature slashed at it with his wooden claws, but the boy chin wonder leapt over the attack and brought his staff directly down, splitting the villain in half. Muncher Lad used his jaws to tunnel through two snowmen, causing them to collapse. Fatale sliced the arms off of one of them, then punched its head off, causing the creature to become harmless snow once more.

Snowmen kept coming, but the heroes kept attacking. Wonder Gal used one of her mighty kicks to knock a creature back into snow, while Sonic used his voice to make several more explode into white powder. Princess shot out icicles which ripped a snowman apart. A.J. shot mind blasts strait through his opponents. Sparky was having it easy. Since snow was made of water, his electrical attacks were very effective against his attackers.

Cleft drove his staff into another snowman, then shot three chin-a-rangs at another. "Jeez, where are the teachers?" Cleft asked. He got no answer, only three more attackers.

Wonder Gal gave a snowman a kick to the head, knocking it clean off. "There no end to the guys," Wonder Gal declared. It was true. There were still hundreds of snowmen ready to attack.

An ear-splitting scream from Sonic burst more snowmen back into powder. Princess shot more icicles, tearing them apart. Muncher Lad plowed through even more enemies, while A.J. kept blasting them down.

Fatale slashed another to pieces, then observed the battlefield. "I think we're winning!"

Looking over the battlefield, the students realized their numbers were dwindling. After a few more minutes of fighting, the snowmen were gone. Well, from the park anyway.

"Look!" Muncher Lad exclaimed.

On a sidewalk outside the park, a horde of snowmen were chasing another boy. The boy was about Cleft's height, with black hair piled up in the style of the Fonz. He wore sunglasses which added to that image. He was wearing a red jacket with black snow pants.

One of the snowmen that was chasing him slashed at him with its branch arms, but it missed instead chopped a stop sign pole in half, causing it to fall to the ground. The boy quickly picked it up and, in an amazing display of strength, kicked the sign off the pole. He then twilled the pole around much like Cleft twirled his staff.

The snowman lunged, but the boy was too quick. Using the pole, he knocked the snowman's head clean off. More snowmen came at him, but the boy proved skilled. In less than half a minute, the remaining snowmen were gone. The class, now excited, ran over to the boy.

"That was amazing," Muncher Lad exclaimed. The boy then noticed the class.

"Hey, heroes. Cool."

"Where'd you learn to fight like that? Are you a hero?" Fatale asked.

"A hero? I wish. That would be cool. No, I'm just a kid on the streets," the boy replied.

"Really?" A.J. said. "Where's your parents?"

"Don't have any," the boy answered curtly. "I've been on my own since I can remember."

"Really," Wonder Gal said, examining the boy. "You sure seen well dressed for a kid on the streets."

The boy began sweating. "Uh…I got them from a church donation. A couple of rich guys bought new clothes for the poor."

"Works for me," Cleft said. "But that fighting was excellent. Have you considered becoming a hero?"

"Well…yeah. But it's kinda hard for a guy like me to get into an Academy."

"No problem. We will recommend you to our school," Sonic said. "By the way, what is you name?"

The boy smiled. "It's Gary."

0000

Gary smashed the last target into bits. The Chin nodded approvingly. "I'm impressed, Gary. You certainly are skilled. Where did you learn all those fighting techniques?"

"Uh…picked it up off the streets. So, am I in?"

"You're not only in, you're in the Exclusive Class. Tomorrow, I'll have you uniform made." With that, he handed Gary a keycard. "This is a temporary key into the dorms. You'll be bunking with Sonic and Sparky. I'll see you in class tomorrow." With that, he left.

The kids had not been allowed to see Gary's test (school policy) so he was alone. Smiling, he pulled a cell phone out of his pocket and dialed a number. After a few seconds, someone answered.

"This is Gary. I'm in the class."

"Excellent," Crocktopus said on the other end. "You remember what to do." With that, he hung up.

Gary laughed. "Evil infiltration. Cool."


	17. Gary: Betrayal

Disclaimer: Fairly Oddparents copywrite Butch Hartman and Nickelodeon. Superhero trademark DC and Marvel.

000000

The next day, Gary was up with the rest of the heroes. As a temporary hero uniform, he wore a full black ninja costume, looking like something from medieval Japan. He was still wearing his sunglasses, so not a bit of skin could be seen. Until he came up with a permanent identity, he requested to be called Zero, which he claimed was the amount of fear he had. Currently, the students were warming up before their morning run. Cleft decided to get to know him better.

"So, Gary, what results did you get on the test?"

Smiling smugly, Gary answered, "A perfect score."

This caused the rest of the class to stop their exercises and stare right at the new student, with cries of "No way, that's amazing!" and "Whoa, way to go!" filling the air. Cleft, however, remained skeptical.

"Yeah, right," Cleft remarked.

"Oh, what, you don't believe me? Have a look," he said, pulling a piece of paper out of his temporary uniform. Cleft recognized it as a test result sheet. Cleft took it and scanned it over. By the time he finished looking it over, his eyes were bulging out from behind his mask.

"This is genuine," he said with disbelief. "You really did get a perfect score."

Instantly the other kids were crowding Gary, congratulating him and asking to train with him.

Cleft, getting angry, began twisting the paper in his hands, but suddenly he stopped. What was he doing? Getting jealous over test results? That was childish. So he had competition, all it did was give him a sense that he could be better. Besides, he was bound to be better now than when he took his exams. He could probably still beat him.

Cleft's thoughts were cut off by the arrival of the Crimson Chin. The teacher distributed weights as usual and told the students to line up at the starting line. Cleft ended up next to Gary.

"So, Tim-Tim, you think you can keep up with me," Gary taunted.

Cleft put on a friendly smile. "Please, I'd be embarrassed if you managed to keep up with me. Oh, and don't call me by my civilian name while I'm in uniform."

Soon, the Chin signaled the start of the exercise, and the heroes took off running. Cleft looked to his side expecting to see Gary lagging behind. Instead, he saw him pulling ahead. Desperately, the boy chin wonder redoubled his efforts.

"Running out of steam there, Tim-Tim?" Gary asked smugly.

Cleft glared at him, but smiled. "I haven't even begun to run."

000000

Cleft neared the finish line. He was in the lead. He was going to beat Gary. Only five more feet…for…three…two…

At that moment, a black blur sped past Cleft and across the finish line. Smiling his now familiar smile, Gary turned to Cleft. "Well, looks like you need to work on your speed, Tim-Tim," he said, laughing.

Cleft was gritting his teeth. "You know, that nickname is getting very annoying."

"Aww, is that what's getting you upset, or is it the fact that you're just not cool enough to beat me?"

Before Cleft could answer, the Chin interrupted once more. He announced that it was time for the learning portion of the class. The students dropped their conversations and headed inside. But while they were walking, Gary whispered one more thing to Cleft.

"Face it, Tim-Tim, you could never beat me."

"Yeah, well later we'll see how good you are at fighting."

00000000

The classroom portion of the day as well as lunch went by in a blur for Cleft. He was eager to spar Gary and see how good he really was. He tuned out the Chin's lecture as well as the lunchtime conversation. Everyone wanted to talk to Gary anyway. Finally, sparring time came. The Chin paired Gary up with Cleft, wanting to see just how good the new student was as well.

"Just a word of warning, I won't hold back," Gary said.

"Fine by me," was Cleft's answer.

"Alright, the rules are as usual," The Chin stated. "Three minutes to defeat your opponent and don't seriously hurt him. Ready…BEGIN!"

Instantly Cleft pulled out his staff and charged at Gary, swinging his weapon with full force. However, just before it hit its target, it was blocked. Gary had pulled out his own staff and blocked so fast, Cleft's eyes hadn't seen it. Gary quickly swung his staff, but Cleft was just quick enough to block it. The two quickly began swinging their staffs like two participants in a swordfight.

Eventually, when Gary blocked one of Cleft's strikes, he kicked him in the chest. Cleft was knocked off his feet and onto his bottom. Gary took advantage of the situation and slammed his staff down right on top of Cleft's head.

Cleft cringed from the immense pain. He fell onto his back and began to black out. _No,_ he thought, _I can't let him win!_

"EN-" the Chin began, but he was cut off by Cleft suddenly swinging his staff right into Gary's chest. Caught off guard, Gary fell to the ground. Clefts scrambled back to his feet, then swung his staff straight at Gary's face. It hit him right between the eyes, cracking his sunglasses in two.

Amazingly, Gary got right back up after that attack, but he looked very angry. He swung his staff out of pure rage, but Cleft blocked. That didn't stop Gary, who continued swinging in a merciless barrage. Cleft just barely managed to block them all and never found an opening to attack.

Finally, when Cleft blocked what must have been the hundredth strike, he saw Gary smile.

Uh-oh.

Instantly Gary swung his staff again. But this time, he hit Cleft in the legs, knocking him off his feet. Cleft landed on his back, and immediately saw a staff coming for his head. It hit him and he blacked out instantly.

He woke up and saw Wonder Gal and Fatale standing over him.

"Uh…whahappend?" he asked groggily.

"Um…Gary knocked you out," Fatale replied.

Groaning, Cleft asked, "Where are the others?"

The girls glanced nervously at each other. "Ummm…" they both said at once.

A split second later, Cleft saw why they acted that way. All of his other classmates were gathered around Gary, shaking his hands and congratulating him on his victory.

Cleft angrily clenched his fists. Wasn't him getting hurt consent enough for them to help him? He was about to get up, but Wonder Gal stopped him.

"The Chin asked us to take you to the infirmary," she said. Both she and Fatale slung one of his arms over their shoulders and lifted him up. They then helped him to his destination.

0000000

Cleft left the infirmary, his pride hurting worse than his head. How could this have happened? He had been injured while sparring before, but never so badly he ended up in the infirmary for three hours. Even more humiliating was the fact that the one responsible had been here for less then a day.

He was really angry, but shrugged it off. He decided to head back to his dorm and play some video games to calm his mind. But when he got there, he found Muncher Lad and A.J. already playing…with Gary.

"Oh, Timmy, you've recovered," A.J. said after finally noticing his friend.

"Yeah, so nice of you to notice," Cleft said icily. "I came here to play some games."

"Sorry, Timmy, but this game's only for three people," Chester informed. "Plus, we're playing endurance, so we're not going to be done for a while."

"Yeah, so you better scoot off, Tim-Tim, you're breaking out concentration," Gary said curtly.

It took every bit of willpower for Cleft not to pull out his staff and smack Gary in the face. Clenching his fists and gritting his teeth, he left the room.

He was seeing red. In just one day he managed to build up enough hatred for this guy that you could literally see fire in his eyes.

Cleft walked around for a while, trying to cool his head. He wandered so aimlessly that he failed to notice he was walking to the gym until he was standing outside it. He noticed Sonic and Sparky sitting outside, each guzzling a bottle of Gatorade.

"Hey guys, how about a round of training?" the boy chin wonder suggested.

"Sorry, Timmy, but we just finished an intense round with Gary," Sparky informed.

"Yes, that boy is most marvelous training partner we have ever had!" Sonic exclaimed.

"I see," Cleft responded, trying to mask the resentment in his voice. "Well then, I'll see you guys later." He took off before his friends could get another word in.

0000000

Timmy wandered through the streets of Dimmsdale for a while. He didn't want to return to the Academy. He wandered into a video arcade and popped a few quarters into the machines, but it failed to get his mind off of things.

Finally, the sun began to set. It would be curfew time soon, and Timmy had to return. Still in no particular hurry, he began waking back toward the dorms, taking the most scenic route possible.

When he finally entered the dorm and began walking through the hallways, he was horrified to see Gary talking to Trixie. Realizing neither of them had seen him yet, he quickly ducked behind a corner. He felt a slight twinge of guilt listening in, but he had to know what they were saying.

"Gary…what are you trying to ask me?" Trixie said.

"It's simple, babe," Gary said smoothly. "You. Me. Dinner on Friday night. How 'bout it, beautiful?"

Cleft's heart stopped. What if Trixie said yes? Cleft held his breath. He waited…

"Well…I'd love to…"

Cleft didn't listen any further. He couldn't bear to. His heart felt like it had been chopped in half. He quickly sprinted toward his room.

Which was unfortunate, because he missed what Trixie said next.

"…but I can't"

Gary looked shocked. "WHAT? I'm not cool enough or something?"

"Oh, you're plenty cool," Trixie explained, "you're even very cute, but there's another guy I'm hoping to get together with."

"Who? That wimp Cleft? Forget him, babe. I'll bet he can't fight like I can."

"I said no, Gary. I'll see you later." With that, Trixie departed for her room, leaving a very shocked Gary.

000000

Trixie reached her dorm in time to see Princess leave it.

"Where are you going?" Trixie asked curiously.

"Didn't you hear? Gary asked everyone to meet him in the school gym. Apparently he has a surprise for everyone. We better get going."

Trixie did remember Gary telling her about that before he asked her out. "Thanks, but I'll pass," Trixie said simply.

"What? Why?"

"I'm a little annoyed at Gary right now."

"How could anyone be annoyed at Gary? He's so cute!" Veronica swooned.

Trixie rolled her eyes. "Whatever. I'll see you when you get back," she said, entering the room. Princess shrugged and left.

Trixie was surprised to see Tootie sitting on the couch, casually flipping through the channels on TV.

"Tootie? What are you doing here? I thought you'd be at Gary's get together," Trixie asked, stunned.

"Yeah, well, between you and me, there something about that guy I don't like. I just…get this sinking feeling when I'm around him, you know?"

"Actually, I know what you mean," Trixie said. "He seems cool, but he just has this weird atmosphere around him. And the way he acts, he seems a little too nice."

"Yeah. Well, we're not going anywhere tonight. Let's watch a few movies."

"Sounds good."

00000

"Well, I suppose you're all wondering why I've asked you to this totally cool meeting," Gary said, peering from behind his shades.

Five of the remaining eight members of the class were gathered in the dorm's built in gym. "Combat tips?" A.J. guessed.

"Actually, that's the completely cool correct answer. I want to show you all my totally awesome skills for combat." There were cheers of approval. "Now, first up, the secret to catching any villain is to have the element of surprise."

Suddenly, Gary pulled a strange disc-shaped device out of his pocket and pointed it at the crowd. With a malicious smile, he added one final word: "Surprise."

Suddenly, a strange brown substance erupted from the disc. It swept over the five heroes-in-training. The quickly realized the substance was some kind of goop. The heroes struggled to escape it, but the goop grabbed hold of them. The more they struggled, the more the strange substance tightened its hold on them.

Sonic opened his mouth to deliver one of his screams, but the goop seemed to read his mind, because a chunk of the goop shot out and covered his mouth, silencing him. The same thing happened to Muncher Lad. Sparky, Princess, and A.J. tried to use their powers, but the goop literally reached up and covered their hands (or, in A.J.'s case, head). Their attacks died in the substance, having no affect on the goop.

"Oh, don't try resisting. This stuff was invented by Dr. Crocktopus. It'll hold you."

"You work for Crocktopus?" Princess asked, shocked. "But…why?"

"Well…" Gary began, but then he stopped when he noticed something. "Wait…where are they? Wonder Gal and Fatale, they're supposed to be here!" he said angrily.

"Oh well, they can't stop us now. We'll still take over this academy. Until then, you guys better get use to your new pad."

As soon as those words left Gary's lips, the goo began to glow. Seconds later, it disappeared, the children along with it.

00000

The kids reappeared in a dark room, still tangled up in the goop. They struggled to get free, but stopped when they saw a very unwelcome sight.

To their left stood the Bull-E, snorting and giving an evil smile.

To their right stood the Baby Shredder, claws and teeth bared and shining in the dark.

And in the center floated Dr. Crocktopus, giving the most malicious grin of all.

"Hello, children. Welcome to your new home. Tomorrow is the first day of your villain training."


	18. Gary: Imprisonment

Here's chapter 18!

Disclaimer: Fairly Oddparents copyright Butch Hartman and Nickelodeon. Superhero trademark DC and Marvel. I'm pretty sure duranium is copyrighted as well

* * *

Tootie and Trixie sat on their couch. After some deliberation, they picked a movie (it was Muppet Treasure Island, if you care) and started watching. After a few minutes, they heard the door to their dorm open. They turned, expecting to see Princess, but were surprised when they saw Gary instead.

"Don't you ever knock?" Tootie snapped.

"What are you doing here anyway?" Trixie asked. "Didn't you call a meeting?"

"Oh, it's over already," Gary answered.

"Already?" Trixie asked, checking the clock hanging on the wall. "You couldn't have been there more than five minutes."

"That's all it took," he answered.

"Hey, wait," Tootie said, as a disturbing thought entered her mind. "Where's Veronica? She said she'd come back right after the meeting."

"Oh, she's not coming back to this dorm ever again, but don't worry. You're about to join her." With that, he pulled his disk out from under his coat.

Unlike their classmates, both of the heroines were highly suspicious of Gary. So when Gary fired the goop out of his disc, they successfully leapt from the couch, each in separate directions, and dodged it. In mid-air, Trixie quickly pulled her armbands out and put them on.

The instant Tootie's feet hit the ground she sprung toward Gary, claws bared. Gary, due to his ego, couldn't believe his attack was dodged. His stunned state meant Tootie could get close enough to sink her claws into her adversary. However, Gary snapped out of his stunned state quick enough to dodge the attack. Tootie's claws snagged his coat, tearing it.

Gary looked down at his ruined coat, and then glared at Tootie from behind his sunglasses. "That's not cool, babe," he said, lifting the disc again.

Before he could fire, the disc was suddenly kicked out of his hand, courtesy of Trixie. The disc landed on the ground a few feet away. Trixie then followed up her attack with a kick to the face.

Gary went flying, but amazingly was able to land on his feet. "So, you want to go a few rounds, huh? Well, it's not very cool to fight a girl, but in this case I'll make an exception!" With that, he pulled out a staff and got in a fighting stance.

Tootie leapt forward like a tiger pouncing on its prey. Gary blocked her with his staff and then, pushing the claws away, countered with a kick to the head. Tootie was knocked to the ground, her head ringing.

Gary didn't have time to celebrate his victory, as Trixie choose that moment to rush in and punch her opponent. Gary sidestepped the attack, the swung his staff. Trixie dodged, and then followed up with a kick. Gary blocked it with his staff, and then smiled evilly.

Tootie jumped in and tried to slash Gary, but Gary managed to avoid the attack. Fortunately, she was smart enough to attack from an angle, so she didn't crash into her friend.

Gary followed up the dodge with something unexpected. He pulled a silver ball out of his coat and threw it on the ground. Instantly smoke filled the room, and the two heroines were blind to what else was happening.

As the girls were coughing on the smoke, they heard something coming. Tootie quickly slashed in front of her, while Trixie used her armbands to block. Their instincts were correct, as when the smoke cleared, they saw that they had blocked some projectiles.

"Hey, they look like Timmy's chin-a-rangs, only…black," Tootie commented, holding up a darker version of Cleft's weapon.

"Yeah...that smoke bomb and that fighting style are all like Timmy's," Trixie realized. "You're nothing but a copycat, Gary!"

Gary smiled maliciously. "You don't know the half of it!" With that, he pulled three more dark chin-a-rangs and threw them at the girls. "Of course, I don't need some un-cool utility cleft to throw them.

The girls easily managed to dodge the attack, then stood battle ready. "Well, we've both sparred Timmy before," Tootie said. "We know all his moves and weapons. There's nothing you can do to surprise us."

"Oh, but there's one big difference between me and Tim-Tim," Gary retorted. "I'm a much better fighter!"

* * *

Muncher Lad struggled against his restraints. After appearing in the villain's lair, the three members of the welcoming party had bound them in special restraints designed to negate their powers and threw them each into an individual cell.

In Muncher Lad's case, they had forced his teeth together with some sort of device that they had shoved into his mouth and held in place by strapping it around his head. Try as he might, he couldn't open his jaw. Even if he could, he knew it was likely they had built his cell out of something he couldn't tunnel through. His hands were also bound in front of him, and his feet were in chains.

Muncher Lad continued struggling against his bonds until suddenly the door to his cell opened. Two men, dressed in completely black jumpsuits, entered. Both wore black goggles which covered their faces. Muncher Lad recognized them from before he was put in his cell. They were apparently the foot soldiers of this organization.

One of the two guards was carrying a tray of food with him. Muncher Lad guessed it was his dinner. Muncher Lad looked at the guard and pointed to the restraint in his mouth.

The first guard looked at the second. He nodded, so the first guard pulled out a key and walked behind the captive. He placed the key in the lock that held the strap together. As he was unlocking, the other guard said, "Don't try anything funny, kid. Those restraints are duranium, you can't break through them."

As soon as the restraint was off, Muncher Lad did try something. But instead of trying to bite though his restraints, he instead lunged forward and bit the guard in from of him in the wrist. A sickening crunch was heard as the man's wrist snapped and he screamed in agony. Immediately Muncher Lad turned around and bit the other guard in the arm. The soldier screamed in pain and dropped the keys.

Muncher Lad quickly picked up the keys and used it to unlock his bonds. By the time he was free the minion he had bitten in the wrist had recovered and lunged at him. Muncher Lad managed to duck under him, sending him crashing into his friends. The hero-in-training quickly exited the cell and closed it behind him, locking it with the key he stole.

However, just when he was locking up, the sickening sound of guns cocking was heard. "Don't move," a voice commanded.

Despite this instruction, Muncher Lad dared to look behind him. There were four guards standing there, each with a gun pointed at his head.

Muncher Lad was frozen with fear until he realized he would have to make the first move if he ever hoped to get out of this one alive. He quickly leapt up and tackled one of the guards. Caught off-guard, the soldier lost his balance and fell over, and his weapon went off in his hand.

The gun turned out to be an automatic, and a spray of bullets scattered everywhere. Most of the bullets hit the ceiling, many of them breaking lights.

Suddenly the prison was dark. The guards couldn't see, but Muncher Lad's radar sense meant he had the advantage. With a few punches and bites, he disposed of the remaining guards.

After catching his breath, he took a look around the prison. There were more guards running around blindly, but they couldn't do much at the moment. More importantly, he didn't see any of his classmates in other cells. His radar picked up a computer terminal in the corner of the room. He quickly rushed to it. The monitor was giving off light, so he could read it (radar wasn't very useful for reading).

He found the terminal had records of all the prisoners. After a few minutes of searching, he had found where his friends were being held.

Each in different cell blocks.

OK, whoever was in charge was smarter than your average villain. He quickly, he took note of his friends locations, and then rushed off to help them.

* * *

Gary threw his dark chin-a-rangs at the two girls, but the both proved too fast to be it. Trixie easily dodged the weapon, while Tootie sliced them in half with her claws. Trixie mustered up all her speed to run up to Gary and punch him in the face. Unfortunately, Gary managed to duck. The momentum of the kick caused Trixie to stumble forward. Gary took advantage of the situation to punch the heroine in the stomach.

Trixie stumbled back a little, the wind knocked out of her, but the attack had hurt Gary more than her. Trixie's skin was rock hard, and while Gary was strong enough to punch Trixie's air out, it ended up hurting Gary hand as well. As he shook his hand in pain, Tootie dashed in and slashed him in the chest.

Gary was wearing body armor like Cleft's, so the attack didn't cut as deep as she had hoped. Still, it had pierced Gary's skin, much to his surprise. Once again, Gary's ego set in.

"You…hurt me!" he said as he looked where blood was lightly trickling from the wound.

Tootie lifted an eyebrow. "Uh…yeah. And?"

Suddenly, Tootie was smacked in the side of her head by Gary's staff. "You bitch," Gary spat, preparing to follow up his attack with another swing.

Despite all of Gary's boasting, he made a major error. In his rage, he forgot that Tootie was not his only opponent. Since he made this mistake it wasn't hard for Trixie to run up and slug him in the face.

Trixie had been taught by her father to hold back whenever she was fighting a normal human. After all, actually killing anyone would damage her stance in society, and that was everything to a Tang.

But Trixie was still infuriated with Gary. His smug attitude, his betrayal, his vicious attacking, and the fact that all his moves really belonged to Timmy…she was, for lack of a better word, pissed. So she wasn't holding back when she punched him in the cheek.

The result, Gary's head was knocked one hundred and eighty degrees around, accompanied by a loud snap. Gary's body fell to the ground, completely unmoving.

Trixie stood stone still for a full minute, shocked at what she had done. Tootie, once she had recovered, was equally as shocked.

After a minute, the raven haired girl dared to speak. "Oh my…oh my…I didn't mean to…"

"It was an accident," Tootie assured, although her voice indicated she was shaken up by the ordeal as well.

"I…never wanted to kill anyone," she said, tears forming in her eyes. "Not even him. I mean…"

"Don't worry, this was a mistake. Come on, we better tell the Crimson Chin what happened," Tootie advised, walking toward her friend. She gently led the still wreaked heroine to the door.

Suddenly, a black chin-a-rang struck Trixie in the back of the head.

On an ordinary human, this would be enough to crack a skull. But Trixie was not ordinary, so all it did was knock her senseless, sending her falling to the ground.

Tootie spun around. She nearly screamed at what she saw.

Gary was standing once again. His head was still twisted completely around. He gripped it with both hands, and then began twisting it back to its proper alignment. Trixie regained her senses in time to see him give his head one last pull. His head was once again facing forward, as if Trixie had never touched him.

"That defiantly was not cool, babe," Gary said, his expression now emotionless as he picked up his staff and put it away.

"W-what are you? You're not human!"

Gary gave an evil smile. "Sorry babe, but that's info I can't tell you until you join you're little friends," he said, casually walking over to where his disc had landed earlier. He picked it up and aimed it at the girls.

The pair managed to snap out of their stunned state a split second before the goop would have covered them. They both leapt in different directions, the restraining substance passing through where their bodies had been.

Gary wasn't surprised this time. He had actually learned from last time, and was prepared to continue firing. He aimed the disc at Trixie and fired another string of goop. She managed to dodge it, but barely. While Gary was aiming at Trixie, Tootie leapt in and tried to slash him.

But Gary was a quick reactor. He instantly turned around and aimed the disc at Tootie.

But Trixie was even quicker. As soon as Gary turned away from her, she leapt in and punched Gary in the face. The young boy dropped the disc and stumbled back into a wall Trixie dashed up to him.

"Let's see just how much you can handle!" With that, she began a rapid barrage of punches at Gary's stomach and chest. Her fists rammed into Gary's ribs, causing his chest to collapse. Despite this, she didn't cease her attack.

At least not until Gary suddenly lashed forward with his arm, which held a chin-a-rang. The weapon cut Trixie across the face, causing her to fall back.

Gary peeled himself off the wall, which had cracked under the pressure. He inhaled a gulp of air, causing his front to inflate back to normal. "Give it up, girls, you can't beat me," he taunted, pulling out his staff.

Instantly he lunged at Trixie and jabbed the staff into her stomach, knocking the wind out of her. He took advantage of this distraction and picked up his dropped disc. Fatale lunged at him, hoping to catch him off guard. No such luck, as he did an impressive flip jump to dodge. As soon as he landed, he aimed the disc once again.

"Hey," a new voice said.

All three kids turned and saw Timmy.

To the girls' relief, he was in uniform as Cleft.

"What the heck's going on in here?"

Gary didn't answer, he just fired his disc. Quickly, the boy chin wonder jumped out of the way.

"I was hoping you'd show up, Tim-Tim. I'm going to prove once and for all that I'm better than you!"

* * *

It was a pain, but Muncher Lad managed to get to the other cellblocks without being seen by any guards. One by one, he freed his friends, which bring us to our current scene.

Muncher Lad had freed all of his classmates save for Professor A.J., whose cell he reached last. After being caught, a special helmet was placed on him to keep him from using his powers. Fortunately, Sparky had been freed first, so a quick jolt from his fingertip was enough to disable the device.

Immediately upon the helmet's deactivation, A.J. used his mind to levitate it off his head, and then crushed it as though it was in the grip of a giant. "I don't know about the rest of you," he said, floating out of his cell, "but I'm ready to…"

"You've gotta calm down," Chester said. "We've gotta get out of here before they send something really terrible after us. When I looked up where you guys were being held, I found out there's a teleported in the room next to us."

"To bad you'll never see it," a voice said.

The heroes recognized the voice, which is why they stopped dead.

The Bull-E, the Baby Shredder, and Dr. Crocktopus were standing just a few feet from them.

Three villains who were tough enough for them to beat individually were attacking them at once.

All of them were thinking it, but Muncher Lad was the one who voiced the one command that everyone wanted to follow.

"RUN!"

Before anyone could follow Muncher Lad's order, Crocktopus lashed two of his tentacles out and grabbed him and Sonic in his mechanical grip. "I don't think so children! It seems your villain training well start early! Lesson one: never, ever question your superiors!"

Instantly the other two villains leapt into action. Vicky leapt at Ice Princess and A.J. while the Bull-E charged straight at Sparky. Instantly and with varying degrees of success, the heroes-in-training responded. Muncher Lad, on instinct, leaned forward and bit his captor's tentacle. The metal didn't even crack. Sonic inhaled for a scream, but the insane teacher tightened his grip on him, causing him to gasp for air.

"No talking in class," he laughed. Sonic struggled, but fared no better in escaping.

Vicky swung her claws straight at Veronica, who bent over backwards to avoid the attack. She then trusted her arm upward and blasted ice right at Vicky face. The red haired teen was caught off guard by the attack. Add to that the fact that she suddenly couldn't breathe through the ice and it defiantly caused her to drop her guard. She stumbled around, mumbling swearing through the ice until she finally clawed the ice off her face. She cut herself in the process, so she was very angry. She turned back toward the two heroes.

She was greeted by a brain blast. The attack stuck her in the gut. Since she had failed to regain her balance, she was set flying into a wall. When she tried get up, A.J. shot another brain blast at her, knocking her to the ground.

"YOU SON OF A BITCH!" she yelled.

"My mother was a saint!" A.J. countered, firing another brain blast.

Unfortunately, Vicky dodged. She got back on her feet, now looking enraged. "YOU BASTARD! I'LL KILL YOU!" she screamed, charging forward.

Sparky, meanwhile, had his hands full trying to stop the Bull-E. The villainous idiot charged forward. Sparky sidestepped the attack, and then zapped him with a blast of lightning. Unfortunately, the attack did little more than annoy him.

"You can't stop Bull-E. Bull-E has gotten stronger."

"I'm willing to bet you're not any smarter," Sparky said confidently, but inside he was scared to death. How was he going to beat this guy? Last time, every attack the class had wasn't enough to beat him. Last time, he had been beaten because he had been drenched with water, something that was in short supply around here.

He was snapped out of his state of thought when he saw something. He lifted his arm up and pointed with his finger. To Bull-E's surprise, all he fired was a small static bolt, which missed him by a good foot.

"Ha! You missed!"

"I wasn't aiming at you," he said simply.

Indeed, the mini attack was aimed at Crocktopus. It served its purpose. It shocked Crocktopus not enough to also shock his captives, but enough to surprise him so he dropped his two hostages.

Sonic, his training kicking in, flew up and punched Crocktopus in the stomach. The middle aged man, caught completely off guard, fell back, the wind knocked out of him. Muncher Lad leapt up and bit his opponent in the arm.

The mad doctor screamed in pain, wildly shaking his arm, hoping to knock the young boy off. Finally, Muncher Lad lost his grip and sailed through the air. Fortunately, Sonic flew up and caught him.

Crocktopus put his tentacle up to his injured arm. Seconds later, his pain disappeared and his arm was back to normal. Then he glared at the heroes. "Impudent child! He barked. "I will teach you a lesson you'll never forget!"

The Bull-E continued to try and smash his opponent. Sparky's mind raced. How was he going to beat this guy?

Then he noticed it. Just above the Bull-E's head was an exposed pipe. _Oh please let there be water in it,_ the thought, aiming for the pipe. He fired a blast of electricity at the fixture. The pipe magnetized, he pulled it free.

Sparky thanked his phenomenal luck. Water came gushing from the pipe, all of it splashing on the muscular villain.

Bull-E roared. "Bull-E hate water. Water bad for Bull-E!"

Sparky charged up. "You don't know the half of it."

Sparky fired a blast that hit its target perfectly. The water magnified the shock tenfold. As electricity ran through the hybrid, be began to jerk around wildly, thrashing the floor beneath him. When the jolt finally stopped, the Bull-E was laying on the ground, smoking an unconscious.

"You should learn that it's mind over muscle," Sparky said simply. He turned to join another battle and help his friends.

He was greeted by a blast of blue magical energy courtesy of Crocktopus.

You've been disruptive long enough," the mystical teacher declared. "I think a little detention is in order and believe me, were going to be doing more than writing lines!"

Sparky didn't flinch. "You're a slow learner, aren't you?" he asked, charging up electricity in his body. Moments later, he let loose a powerful shock from his entire body.

One that had no effect on its target.

"Actually, I'm quite the quick study," Crocktopus said to the very surprised hero while tightening his grip. "I treated my tentacles with an electricity neutralizing substance. Regrettably, I haven't prepared the rest of my uniform yet, but it doesn't matter for now."

A few feet away, Sonic rushed back toward Crocktopus. A.J. prepared to reenter his battle with Vicky, but Muncher Lad stopped him.

"Go to that room with the teleported," the blonde haired hero commanded. "See if you can start it up and get it to take us home." A.J. nodded and flew toward the room, a little disappointed that he was missing the action.

Vicky was angry. In her rage, she had rushed straight at A.J., wanting nothing more than to rip him apart. However, in her rage she had failed to watch for Princess, who shot a beam of ice at the stomach. It slowed Vicky down, as she was no longer able to run properly. She paused for a moment as she sliced the ice off her body, then glared up at the heroine, seeing red.

By this time, Muncher Lad had already given A.J. her instructions, so he was nowhere in sight. This just made the killer teen even more enraged. She desperately wanted to kill that boy.

Suddenly, she was barraged by a trail of debris. Muncher Lad had taken several bites out of the wall and was using the material as ammo. As the chewed up concrete struck the teen, her rage built.

"Stop…stop…I said…STOP!!!" she screamed, slashing forward.

Her claws didn't cut anyone. Her opponents were seven feet from her.

Still, something happened. For one thing, as she started to swing, her claws began to glow a blue aurora. Secondly, when she swung, three streaks of blue magic, the same kind Crocktopus used, came flying out. The attack struck the two heroes-in-training in the stomach, causing them to hit the wall behind them.

Everyone in the room stopped. By this time, Sparky and Sonic were in the grip of Crocktopus' tentacles, but even they paused upon seeing the attack. Vicky, a bit stunned, looked at her claws for a moment. Suddenly, she smiled, revealing a set of razor sharp teeth.

"Oh yeah…I forgot I could do that now," she said, smiling wickedly.

Crocktopus shared her evil joy. "Yes, my lessons seem to be taking effect. I think a pop quiz is in order," he said, throwing his two captives. The hit the same wall, sliding down to join their comrades. "You have a few rebellious brats who won't fall in line. What do you do?"

Grinning, Vicky lifted her claws, which began glowing. "You discipline them."

* * *

Cleft instantly whipped out his staff, jumped at his opponent, and swung his staff. It made contact with the side of Gary's head, which sent him tumbling to the ground. The boy chin wonder instantly followed up the attack by slamming his staff down on his head. To his surprise, Gary's head caved in.

Timmy stopped dead. He had meant to hit Gary's head, hoping to knock him senseless and cause him to drop his guard long enough for him to follow up the attacked. Instead, he might have killed him. Quickly, he lifted his staff and examined his opponent.

Suddenly, Gary lunged forward, his head inflating to normal. Cleft, caught completely off guard, acted on instinct. He reached forward and grabbed Gary's shirt. Gary punched him in the face, causing him to fall back, ripping his opponent's shirt. He fell to the ground, still clutching the torn piece of Gary's shirt. He looked up…and was totally shocked at what he saw.

Underneath his now torn shirt, Gary was wearing Cleft's uniform. Except it was black, and in place of the C emblem there was a C in a circle with a line through it.

Cleft blinked. "Who are you?"

Gary smiled. "I'm you, Tim-Tim. Don't you remember your fight with Crocktopus? When he pulled an orb from your brain?"

"Yes…" he said slowly, not liking where this was going.

"Well, that was a copy of your brain. More specifically, it's better half. It's evil consciousness. Crocktopus took that, built a magical body around it, and accelerated its growth. The result…was me."

Gary tore off the rest of his shirt and jacket, revealing the black version of Cleft's uniform. He pulled out a black utility cleft from behind his back. Add to that your weapons, stolen by Vicky," he said, attaching the cleft to his chin. He then pulled out a black mask and cap, putting them on.

"…and you get Nega-Cleft, the boy chin nightmare!" he declared as he began to laugh maniacally. Then, he stopped suddenly.

"Evil laughter. Not cool."


	19. Gary: Breakout

A/N: Reasons why this is late:

1. I get homework in college too, you know.  
2. I didn't get much feedback. That's what keeps me motivated.  
3. Tons of new video games. I'm in Heaven.  
4. Do you know how hard it is to keep fight scenes from being repetitive?

I really promise the next chapter will be faster. Really.

Disclaimer: I do not own anything. Fairly Oddparents copyright Butch Hartman and Nickelodeon. The term superhero trademark DC and Marvel Comics.

* * *

The newly named Nega-Cleft pressed a button on his utility cleft. Three dark chin-a-rangs rocketed from the device, each aimed at the boy chin wonder. Cleft responded by twirling his staff, blocking the projectiles. As the weapons fell to the ground, the hero-in-training readied his staff.

"You'll have to do better than that, Gary!" he declared, rushing forward.

Gary easily blocked it with his own staff. "I intend to!" he replied.

Instantly Wonder Gal, who had been forgotten long enough to change uniforms, punched him in the side of the head. Gary's head was practically smashed paper thin, but the kids knew it wouldn't keep him down for long. Fatale jumped on her former classmate and slashed at his chest, sinking her claws deep within his ribs.

Gary whacked Fatale in the side of the head with his staff, causing her to fall to the ground. Instantly, his head returned to normal and the holes in his chest disappeared.

"I wish you wouldn't do that babe. I may be immortal, but it still stings like a bitch."

Fatale responded by stabbing him in the stomach. "Well, get use to it…and don't call me babe." With that, she pulled the claws up, causing Gary's skin to tear from belly to shoulder. By the time Fatale recovered her claws, the egotistical doppelganger badly injured greatly, and uttering profanities even a sailor would find impolite.

"Let's see you recover from that!" Fatale boasted.

Suddenly, Gary's staff was jammed straight into her chest. Fatale instantly lost her breath and fell to the ground. Gary was standing over her, his uniform deeply ripped but with no blood or cuts. "Gladly, you little…"

Gary didn't finish, because Wonder Gal attacked him again. This time, she didn't punch him but instead grabbed him by the shirt, lifted him in the air, grabbed his head, and twisted it one hundred and eighty degrees to where it was facing backwards.

Gary wasn't killed, but this time he was showing just how painful the experience was. He once again let loose a string of curses while flailing his arms around wildly. Unfortunately for him, he had dropped his staff, so he was doing little except hanging in pain.

Finally, Gary did something about his current situation. He pulled a knife out of his belt and swung it upward, stabbing his opponent in the arm with it. Wonder Gal wasn't cut very deeply due to her tough skin, but the sudden sharp pain was enough to cause her to release her hold on Nega-Cleft. The boy chin nightmare landed on his feet, then slammed into Wonder Gal. As she went tumbling back, Gary twisted his had back to its proper alignment.

"OK, having my neck broken…not cool," Gary said, picking up his staff. He then jumped at Wonder Gal and slammed his weapon directly in the side of her head. Already off balance, she was knocked off her feet and flew across the room. She crashed into the wall, going right through it and tumbling into the hallway.

Gary smiled at his success until he felt something around his neck. In all the chaos, the forgotten Cleft had snuck behind his doppelganger and grabbed him in a choke hold.

"You'll be out cold in three seconds," Cleft said bluntly.

"You're a slow learner, aren't you, Tim-Tim?" Gary said. "You should know by know by now that I'm no ordinary human." Indeed, Cleft's magical clone had been in the hold for five seconds and was still conscious. Nega-Cleft quickly stepped on his captives foot, causing him to cry in pain and let go. Gary then grabbed Cleft's arm and threw him over his shoulder, slamming him into the ground. Before he could get up, he slammed his foot on his chest.

"Looks like your right where you belong, Tim-Tim, under my heel!"

Suddenly, Gary felt a set of claws slice him between his ribs, causing him to scream in pain. Fatale smiled, then lifted Cleft's doppelganger in the air with her claws and threw him toward Wonder Gal. The young heroine kicked the incoming villain in the head, causing him to go sailing in another direction. Finally, he crashed into another wall. Unlike Wonder Gal, however, he didn't crash through it, but was smashed paper thin, looking like Wile E. Coyote after falling into one of his own traps.

Nega-Cleft peeled himself off the wall, but the action proved pointless, as Wonder Gal ran up to him and slammed him back against the wall. She then let loose a barrage of punches that kept Cleft's evil half pressed on the wall. Finally, she stopped, and Gary fell to the ground, weakly muttering, "Not...cool…"

"There," she gasped, "that has to keep him down for a while."

Her assumption was rewarded with a punch to the chin, causing her to hit the ground. A now normal Gary stood above her, smiling. "Guess again."

It was then that he noticed Fatale was dashing towards him, claws bared. Since he had dropped his staff when he had been thrown by her, he pulled out two of his black chin-a-rangs and held them in his hands. When Fatale slashed, he used the sharp edges of his weapons to block. He then swung his arm, still holding his weapon, at the heroine-in-training. The sharp edge flew past her face, only avoiding cutting it because Fatale had dodged. Gary swung again, which she countered with her claws.

This went on for a few seconds before Cleft stepped in. He slammed his staff into the side of his doppelganger's chest. Gary went flying, but managed to land of his feet. Wonder Gal dashed in to punch him, but he jumped straight up and gave her a round house kick to the head. As she fell back, Gary noticed three chin-a rangs coming at him. Gary did three impressive back flips to avoid them until he was where he had dropped his staff, which he quickly claimed. "You three just wait! I haven't even begun to fight!"

Gary saw three more chin-a-rangs heading toward him. He quickly spun his staff like a propeller, blocking all three projectiles. The three weapons became embedded on one end of the staff. Grinning, he swung it like a bat, causing all three of Cleft's weapons to become dislodged and flew back at the boy chin wonder. Before they reached their target, however, Fatale jumped in front of him and sliced them with her claws.

She then leaped straight at the boy chin nightmare, claws ready. Gary, however, was ready for her. He blocked with his staff, then kicked her in the side. As she went stumbling to the ground Gary leapt up, intending to slam down on her.

Instead, he was knocked out of the air thanks to a flying kick from Cleft. Gary crashed into the floor, his ankle twisting in the process. Clenching his teeth in pain, he looked up to see his opponent flying at him with another kick. He responded by shooting two dark chin-a-rangs out of his utility cleft.

Unfortunately for Cleft, it's impossible to change directions in midair. The projectiles hit him, sending him to the ground. It was nothing short of a miracle that he didn't get cut.

Gary rose to his feet, his ankle already healing, and walked toward Cleft, eager to finish him off.

"Hey, Gary!" Wonder Gal shouted.

Gary turned around.

He was greeted with a sofa to the face. The dark doppelganger was knocked back into a wall, literally being squashed flat.

Wonder Gal leapt next to Cleft and helped him up. Fatale joined them moments later.

"No matter what we throw at him, he'll always bounce back," Wonder Gal complained. "It looks like we'll have to trap him somehow."

Oh man, where's Ice Princess when you need her?" Fatale wondered.

"Wait…that's it!" Cleft exclaimed.

"What's it?" Wonder Gal asked, confused.

"Just follow my lead," Cleft said.

Gary pulled himself from the wall and inflated himself. As soon as he was back to normal, he heard Cleft's voice cry out, "Hey, Gary!" The boy chin nightmare turned to see Cleft, Wonder Gal and Fatale standing near the dorm's entrance. "Catch us if you can!" With that, the three bolted out of the dorm.

Gary's elephant sized ego caused him to come to one conclusion, and that was that his opponents were retreating. Smirking, he chased after them, yelling, "You can't get away from me, Tim-Tim!" Soon, he was in hot pursuit of his opponents.

* * *

Vicky was a deadly enough opponent as she was previously, but know that she had magic infused within her, it seemed unlikely anyone could beat her.

But Princess tried anyway. She unleashed a blast of snow and ice at the fiery haired villain. However, this proved to have no effect, as she merely summoned a magic shield, one exactly like the ones Crocktopus used, to shield herself. Then, with unbelievable speed, she ran over to her opponent and took a swing at her. The attack didn't cut any flesh, but it did snag on Princess' uniform. Vicky lifted her up in the air and pulled her other claws back.

"Now I'll teach you to cross me!" she declared, then she swung her claws forward.

Seconds before steel met skin, however, Vicky was knocked off her feet by powerful sound waves. While Princess fell safely to the ground, Vicky went flying across the room until she reached for the floor and sunk her claws into it. The female villain came skidding to a halt, landing safely on her feet. She then saw Sonic was responsible for her lost kill. The young boy inhaled for another yell, but she was quicker. She swung both her arms, sending six strands of magical energy at the Indian boy. He was forced to abandon his attack and dodge the incoming blasts.

While Vicky was concentrating on Sonic, Sparky tried blasting her with a bolt of lightning. Unfortunately she saw it coming and summoned a shield to block it. Then, once the attack was neutralized, she pushed the shield forward, causing it to fly toward Sparky. The shield struck him, sending him back.

Princess tried another blast of ice, but Vicky was just too quick. She created another shield and used it as a projectile. The towheaded heroine quickly rolled out of the way and fired another beam of ice. The red haired villainess brought up another shield and blocked, but this time the blast proved to be more powerful than expected. She was pushed back and almost slid into the wall behind her.

Suddenly, she felt a sharp pain in her leg. In the confusion she had forgotten about Muncher Lad, who had managed to sneak behind her. While she was busy blocking the beam of ice he had bitten her in the leg. She jumped up in surprise and pain, which caused her to drop her shield. This, of course, resulted in her getting encased in ice. Muncher Lad was forced to let go. He was a little disappointed he didn't manage to break Vicky's leg.

Unfortunately, the ice prison didn't last long. A split-second later, it shattered in an explosion of ice shards. Vicky gave a yell of anger, magical energy glowing in her eyes. She immediately shot three streams of energy at Muncher Lad. The blonde hero was struck in the chest, causing him to be knocked back and into wall. Before anyone could react to this, she turned and shot more streams at Princess. She, too, failed to avoid the attack and was smashed against the wall.

Sparky generated lightning out of his fingertips and shot it directly at Vicky easily blocked the attack, but the bright light that it generated caused the villainess to become temporarily blinded. When her vision returned, all she saw was Sparky's fist making contact with her face.

Sparky generated electric fields around his fists for his punches, so every strike that landed on Vicky's face healed extra power. Finally, after the fifth punch, the former hero grabbed his arm in mid-swing and swung her other set of claws. Sparky tried to dodge, but the blades still cut into his shoulder, giving him a deep gash. As he grabbed his shoulder in pain, Vicky punched him in the face with her claws retracted. The hero-in-training was sent into a wall on the opposite side of the room.

Crocktopus was watching this whole scene with a fiendish grin on his face. He never stepped in to help his apprentice. After all, she needed to learn to fight on her own. Besides, it's not like any of them could escape without the teleported.

As he watched Vicky stop Sonic's screams with another blast of energy, he suddenly realized something. The fifth child was missing. Instantly he realized what was going on. He immediately floated toward the room that held the young heroes' only way out.

* * *

A.J. quickly typed coordinates into the panel. A few short seconds later, the machine hummed to life. A female mechanical voice softly spoke, "Coordinates accepted. Ready to transport."

A.J. smiled. "Perfect."

"Not quite," a voice said. Suddenly, a cold mechanical grip grabbed the back of A.J.'s neck. He was lifted out of his chair, and was soon face to face with…

"Mister Crocktopus."

"That's Doctor Crocktopus," the mad teacher corrected. "And since I'm a doctor," he said, raising his lower left tentacle. Out of its tip came a very sharp spike. "…I think I'll perform some surgery."

* * *

As Cleft and the girls ran down the hallways of the dormitory, they could hear the footsteps of Gary, who was following them restlessly and quite quickly.

"There's nowhere to run to, Tim-Tim," the magical clone taunted. "I picked a good time to attack you. All the teachers are in a meeting, and I doubt you know where it is!"

Cleft responded by turning around and tossing a chin-a-rang directly at his evil half's head. Gary dodged, but never slowed down. Neither did his good side, as he continued running with his fellow students.

As they continued dashing, Fatale finally asked the question on her mind. "Timmy, where are we going?"

Cleft smiled. "The kitchen."

That earned him confused looks from the two heroines-in-training. Amazingly, neither of them slowed down.

"The kitchen?" Wonder Gal asked incredulously.

Cleft smiled. "Trust me."

However, no sooner had those words left his lips than Gary suddenly flew into him. The boy chin nightmare had managed to catch up with his targets. When he did, he performed a flying kick that had struck Cleft right in the side of his head. The brown haired hero went tumbling down the hall before crashing into a wall. As soon as they saw what happened, Wonder Gal and Fatale came to a screeching to a halt.

"You can't get away, Tim-Tim," Nega-Cleft taunted. "Sooner or later, I'll make you suffer."

Before he could continue boasting, Gary was stabbed in the ribs by Fatale's claws. As soon as the claws had punctured the evil boy, Fatale pulled her claws out and slashed the dark doppelganger in the face. As Gary screamed in pain, Wonder Gal slammed both of her fists on either side of his head, effectively smashing it flat.

Gary stumbled back a bit before reverting back to his old self. He turned to his opponents and smiled. "Sticks and stones may break my bones, but nothing will ever kill me!" he bragged.

Gary then pulled out a dark chin-a-rang. To everyone's surprise, he didn't thrown it. Instead, he stuck out one of his fingers. "Let's see, so far, you've tried breaking my neck," with that, he used the sharp projectile to chop off his finger, much to he horror of the heroes. Gary, however, wasn't phased by what he had done. Instead, he stuck out another finger. "Then, you tried cutting me," at those words, another finger was lost. "And here's my favorite, you even tried smashing me flat!" The brought the weapon down again, easily slicing off a third finger. He laughed evilly and looked at his opponents.

Giving Cleft and his friends a sinister grin, he held up his hand. In a matter of seconds, all three missing fingers grew back, as if they had never been touched. "But I just keep on ticking. They promise me that!"

After an uneasy moment, Wonder Gal spoke. "They?"

Gary smiled. "The villains, babe. The ones that gave me life. I am forever!" With that, he turned his attention to Cleft. "To bad you're not!" With that, he stabbed forward with his weapon.

(A/N: If you don't know what movie that dialogue is from…no cookie for you.)

Cleft managed to dodge…well, mostly. Gary had been aiming for his heart. Instead, the sharp projectile was forced into the young hero's arm. The pain was immense, but Cleft bit his tongue. He wouldn't give Gary the satisfaction of hearing him scream.

Even if Cleft had screamed, it's doubtful Nega-Cleft would have heard it, because immediately after attacking Wonder Gal introduced her fist to his face. The evil clone crashed through another wall, out of commission for a few seconds.

"Are you alright?" both girls said in unison as Cleft got up.

"Yeah," Cleft said as he reached for the dark chin-a-rang lodged in his arm. He yanked it out with one pull, which hurt almost as much as having it put in there. After dropping it to the floor, he spoke again. "Come on, the kitchen is right around the corner," he said. He dashed off, ignoring the pain in his arm.

A split-second later Gary burst out from the wall he was knocked through earlier, clearly pissed off. He immediately followed after his rival, vowing that this time he would kill the human whose thought he came from.

A few seconds later, Cleft, Wonder Gal, and Fatale were in the teleporters that led to the Academy. A few seconds later the trio was gone in a bright light. Gary arrived just in time to see them disappear. Knowing that the machine would have the same coordinates for wherever the three heroes had gone, he fired up the machine and was teleported away as well.

* * *

Gary arrived in the Academy in time to see his three targets leave the teleporter room. He quickly chased after him.

For a few minutes he chased his former classmates through the Academy walls, knowing he wouldn't run into any teachers. They were all too busy. It was only a matter of time before he achieved his goal.

If he had the ability to see past his ego, Gary might have noticed something. Namely, the three heroes he was perusing hadn't simply left the academy and gone into public, where the disturbance they would have certainly have caused would have attracted the teachers or at least the police, something Gary wouldn't be able to handle.

But no. After a while of chasing and attempted attacks, the fight had led to the cafeteria where the class usually ate lunch. A few seconds later, they were in the kitchen where they made the food.

"Where is it, where is it?" Cleft wondered aloud. Finally, he saw what he was looking for. "Bingo!" he exclaimed, pointing at something at the side of the room.

The heroines turned and saw what he was pointing at. It was a freezer that all food was kept in prior to cooking. Since it had to feed an entire school (and a school that housed Muncher Lad) it was quite big, as big as a one room apartment.

Wonder Gal blinked. "How is that going to help us?"

"We've got to get Gary into it," Cleft responded.

At that moment, Gary burst into the room, at first looking annoyed, but then looking pleased as he assessed the situation.

"Well, well, well, look what we have here. You're cornered now, Tim-Tim, there's nowhere to run now, Tim-Tim. I'm going to enjoy watching you die!"

Cleft smiled. "I'm through running. And I can't die now, I've got too much to do."

Cleft said those words very casually, but Gary's huge ego caused him to interpret it as begging. "Well, too bad Tim-Tim, because I'm getting sick of you. In a few seconds, I'll be rid of you forever!"

Gary immediately pulled out his staff and charged straight at Cleft. The hero-in-training just stood there, casually waiting for his dark clone to reach him. For a few moments, it looked like the boy chin wonder was actually going to allow himself to be hit.

However, at the very last second, he jumped out of the way.

At that same moment, Wonder Gal opened the freezer Cleft had been standing in front of.

Gary had too much momentum to stop. He stumbled into the freezer, the cold air hitting his face and the areas were his uniform was torn. Seconds later, the three students entered as well, shutting the door behind them.

Gary was confused. What had Cleft led him here for? Still, his ego once again took over and stopped him from thinking this through. "Nice, Tim-Tim. You just changed the place where I'm going to kill you."

At that point, Cleft did something no one else expected. He dashed up to Gary and, using his undamaged arm, stabbed him in the shoulder with a chin-a-rang. Then, he pulled the projectile down, causing a deep cut across his chest.

Gary yelled in pain, then kicked Cleft in the stomach, knocking him back. After taking a second to examine the wound, then he looked at the three heroes challenging him and smiled. "Wow, you're even dumber than you look, Tim-Tim," he said, reading his staff.

He charged directly toward the group of heroes, ignoring the wound that was expected to heal in seconds. Fatale charged forward and tried to cut the copycat villain with her claws. Gary blocked with his staff and held the attack of easily.

At least, for a few seconds. Suddenly, a sharp pain entered his chest, causing him to lose is strength. He fell to the ground, by some miracle avoiding his opponents attack.

Gary looked at his chest and saw something alarming. The deep cut on his chest had failed to heal. A look of fear on his face, he glanced at his opponents and found Cleft smiling.

"Fun Fact: all known reaction, scientific or magical, slow down in the cold. Apparently, so does yours."

Wonder Gal smiled. "Now this I can handle," she said, dashing toward Nega-Cleft. When she reached him, she pulled bother her fists back, preparing for a heavy hitting attack.

Gary, seeing what was coming, could only utter two words:

"Aw smoof"

Both of Wonder Gal's punches struck Gary's face simultaneously. The sheer force of the attack caused him to go flying into the back wall. He was hit hard, so hard he almost went flat. He then fell to the ground, knocked out.

Cleft smiled. "Well, that's it for him."

"Hey, why didn't we just lure him outside?" Wonder Gal asked. "I mean, it's snowing out there.

"He could get away there. Here, we have him trapped.

"Yeah, but we don't know where he sent the others." Fatale pointed out.

Cleft suddenly realized that fact. The feeling of victory was quickly replaced by worry. "Wherever they are, I sure hope they're alright."

* * *

In fact, the other five students were anything but okay. Four of them had their hands full with Vicky, who seemed to be getting stronger the angrier she got.

Sonic tried to use one of his high powered yells, but Vicky saw it coming. Before he could unleash his attack, the evil teen kicked him in the stomach. All the breath knocked out of him, Sonic leaned over, clutching his stomach in pain. Vicky tried to follow up the attack with a swing of her claws, but the young hero recovered incredibly quick. He performed a back flip, allowing himself to avoid the attack. As soon as he hit the ground, he jumped into his opponent with a punch to her gut. Vicky went stumbling back, but regained her equilibrium in time to block Sonic's next punch.

With that blocked punch, Vicky swung her arms. Her claws caught Sonic's uniform, ripping it but only grazing his skin. Still, this caused the hero-in-training to lose balance and fall to the ground. He looked up to see three metal blades falling down on him, about to end his life.

However, it seemed like luck was on Sonic's side. Just before he was split in half a beam of ice struck Vicky in the stomach, pushing her into the wall. Princess, who had supplied the attack, smiled as she continued to shoot ice, freezing Vicky against the wall.

The icy prison worked only for a moment. Vicky soon broke free.

Fortunately, one of Sparky's lightning bolts hit her afterward.

When you consider that Vicky's quick freeze had left her clothes damp…well, you get the picture.

The enormous surge of electricity ram through her body. Finally, the full blast hit her, and she went flying. But Sparky hit her in the front, so she didn't hit the wall, but landed somewhere else.

* * *

As Crocktopus brought the spike closer to A.J.'s face, the boy genius tried something desperate. He used his levitation to bring his chair toward him. In order to distract the mad doctor, he fired several mind blasts at his face. This did nothing to him, as he simply summoned a shield to guard his face.

Crocktopus began laughing wildly, believing nothing was going to stop him from destroying the boy in his grip.

Suddenly, however, he was knocked over by A.J.'s floating chair. As he toppled to the ground, the chair caught its master. Once seated, he tried to hit Crocktopus with a mind blast, but the sinister teacher had recovered too quickly and protected himself with a magic shield. Despite having lost his grip on A.J., he began laughing madly.

"Fool! You merely delayed the inevitable." With that, he pointed all four tentacles at the young intellect. Magical energy began radiating from the tips of the mechanical appendages.

Crocktopus gave an evil smirk.

A.J. tried shooting him with a few more mind blasts, but another magical shield was in place.

It looked like the end.

When suddenly, Vicky crashed right into the mad teacher, sending both of them tumbling to the ground. Sparky's blasts had knocked her right into the teleporter room.

Speaking of Sparky, he and the other three students came rushing up to A.J.

"Please tell me you got this working," Muncher Lad asked.

"Fortunately, I did. I also programmed it to self destruct after we leave, so lets get moving."

None of them needed to be told twice. All five of them piled into the teleporter and where gone in a flash.

Crocktopus and Vicky got up in time to see this happen. Strangely, they seemed unfazed. They got up and dusted themselves off. After that, Crocktopus pulled out a cell phone and hit a button on speed dial. Seconds later, his call was answered.

* * *

"Master, the children have escaped. Did you get what you needed?" Crocktopus asked over the phone.

"Oh yes, I did," the mysterious villain said, looking over several monitors in his room. Each had security cam footage of one of the students. "I could never get the scanning technology in my spy cameras, but the ones at the base work quite nicely. Now we've gauged the strength of the children, we'll be able to adequately prepare for our plans. Still, I didn't get what I really wanted: Cleft's head on a platter! I just got word from Gary, he was defeated. Transport him back to the base. Also, alert the other generals. Our final operations are about to begin.""How are we going to find them?" Fatale pondered out loud. "We have no idea where they are or where the teacher's meeting is. We're on our own!"

"Don't worry," Cleft assured her. "We won't rest until we find them!"

Suddenly, the teleporter in front of them hummed to life, and five heroes-in-training came tumbling out of it.

"Guys!" Wonder Gal yelled, happily.

"Well, that was quick," Cleft commented. "Man, we're good."

"What's going on in here?" a new voice asked. The students turned and saw, to their immense relief, that the teachers were back.

* * *

Ace and Clefto watched from behind a corner as the students explained what had happened. "Such powerful magic. That clone wasn't the work of an amateur," Clefto noted. "We should be on our guard."

"Yeah. And this time, I'm one hundred percent focused on…ooh, a cat!" Ace said excitedly as he saw a stray cat that had somehow managed to get inside the Academy. "I'm gonna call you Jimmy!"

When he saw Ace, Jimmy ran. "No, Jimmy, stop! Bad things happen to my friends when they run!" he yelled, chasing after it.

Clefto shook her head.

* * *

_Dear Tim-Tim,_

_As much as I'd love to stick around, I've got better thing to do. Just remember, the next time we meet you're gonna get a beating so hard, your hair will hurt. Until then, ciao!_

_Sincerely,_

_Gary AKA Nega-Cleft_

Cleft crumpled the note in his hands. After reading it three times, his hatred for Gary had risen. After he had explained to the Chin what had happened, they had gone down to the freezer only to find it vacant. Aside from the note, there was no trace of him.

Now he was in the hallways of the dorms, thinking the days events over. Everyone else had gone to bed…except one.

Cleft heard footsteps behind him. He turned to see wonder Gal behind him.

"We need to talk," she said softly.

Cleft blinked. "Go ahead."

Wonder Gal sighed and removed her tiara. "I don't want to talk as Wonder Gal and Cleft. I want to talk as Trixie and Timmy."

Cleft was caught off guard by this request. After a moment, however, he removed his mask, utility cleft and cap, allowing Trixie Tang to see the face of Timmy Turner.

Trixie walked up to Timmy and spoke. "Listen, before I tell you this, I think you should know something. Before he revealed his true colors, Gary tried to flirt with me."

"Yeah, I know," Timmy said rather bluntly. Trixie looked surprised. "Sorry, I heard you talking in the hallway."

"Oh. Well, I turned him down."

Now it was Timmy's turn to be surprised. "What? Why?"

"I like someone else more," Trixie answered, inching closer.

After a moment, Timmy spoke. "Who?"

Suddenly, Trixie grabbed Timmy by his uniform and pulled him into a deep kiss.

Timmy felt himself heat up. He was completely shocked, but soon he began kissing back. For a few seconds, everything was perfect.

After what felt like an eternity, the kiss was broken. Timmy stood dumbstruck for a moment before speaking. "Does this mean…"

Trixie smiled. "Face it, tiger, you've hit the jackpot." With that, she kissed him again.

After that kiss was broken, Trixie spoke again. "Let's not tell the others just yet. I'm not sure how they'd handle it."

* * *

Someone else did know.

Fatale had been out in the hallways.

She heard the whole thing.

Tears forming in her eyes, she ran back to her room.


	20. Bender TV: Don't Touch That Dial

A/N: Wow, I actually got this up when I hope I was going to, cool!

New identities in this chapter. The who's who will be posted at the end this time, however, to avoid spoilers.

Also, this is a parody of an episode of Justice League entitled Wild Cards. If you haven't seen it yet, go out and get the season two DVD, because it rocks! You'll be able to understand this chapter without having see it, however.

Disclaimer: Fairly Oddparents copyright Butch Hartman, Federator, and Nickelodeon. Basic plot of this arc copyright Stan Berkowitz and Dwayne McDuffie. Superhero trademark DC and Marvel Comics. One of the debuting characters was sort of created by Amras Felagund, used with permission.

* * *

The week that followed Gary's betrayal was pretty tense.

The fact that someone had gone through all the trouble to make an imperfect clone of Cleft clued the class in to one thing: someone was out to get them.

And that someone had access to good technology and magic, as well as a legion of super villains to help him. All things considered, surviving the semester wasn't looking to good.

The Academy had given up on moving them to new dorms. Whoever was behind this was obviously keeping an eye on them and would be aware of the change. The entire class was nervous about what would happen next.

Still, all that was nothing compared to the tension between Wonder Gal and Femme Fatale.

Timmy had honored Trixie's request, and the pair had kept their relationship under wraps since their first kiss a week ago. Still, that didn't change the fact that Tootie had seen them confessing their love.

As a result, Tootie acted rather icily toward her former friend. She acted as if any chair occupied by the super strong heroine wasn't there, and only spoke to her when she had to.

She didn't try to win Timmy over. At least, not yet. As much as she was friends with Trixie, she knew that the main spark for their friendship was the fact that they shared a room. She was aware of her shallow nature…well, she was less so ever since she started the school year. She was counting on her to simply get tired of him and dump him to move on to someone else.

Still, she was worried. She knew that Trixie had been shallow when she arrived, but noted that she was gradually becoming less snobbish. Eventually, she would completely accept people. What if that came before they broke up? It certainly kept her up at night.

Still, life, for the most part, kept going. The following weekend, the class decided to meet in Cleft's dorm to watch some television, hoping they could forget that people were trying to kill them.

At about six o'clock that night, the entire class was gathered. While Wonder Gal and Cleft were gathering snacks (or so they claimed) the rest of the class had their attention focused on a very urgent order of business: deciding what to watch.

"Let's see," Muncher Lad said as he flipped through the TV Guide. "FOX is showing a Family Guy marathon."

"No," A.J. said abruptly. "That show's stupid. I hear it's written by manatees."

"Alright…um, here's a show about a foster home for imaginary friends.

'No," Tootie said just as abruptly, "that caretaker on the show gives me the creeps."

"Why?" Sparky asked. "She's really nice."

"Yeah, but for some reason she reminds me of Vicky."

"Okay…here's a show about a guy who fights terrorists in real time."

"These shows are stupid," Sonic commented. "They should be making a show about us."

The rest of the class looked at him. "Of us?" A.J. asked.

"Why yes. We've been attacked so many times, it's like an adventure cartoon show."

"Actually," corrected Elmer, "it's more like a bad AU fan fiction based on a humor show written by some loser with too much free time."

"Oh, please," Princess said. "Who would read a story about a bunch of kid superheroes?"

Silence.

Just then, Cleft and Wonder Gal entered, carrying bowls of chips and popcorn. "alright, let's get this started," Trixie said.

"What took you guys so long?" A.J. asked as he levitated a bowl of popcorn out of his friend's hand and into his lap.

"Oh…uh…we had trouble getting the popcorn popper to work?" Cleft answered weakly.

A.J. was about to accept this answer when he noticed something. "…is that a lipstick stain on your cheek?"

Cleft quickly wiped away the incriminating mark. "No," he said quickly. "And I certainly wasn't kissing Trixie."

A.J. shrugged. "Works for me."

Muncher Lad pointed the remote at the television. "And now, without further adieu, our evening's entertainment," he stated, turning the TV on.

However, instead of a television show, they saw a logo. It was a cartoon mouth, grinning wildly, showing a perfectly aligned set of teeth.

"What the heck is that?" A.J. asked.

Muncher Lad ignored the question and changed the channel…only to find the logo on the next station as well!"

'What the…?" the hero asked. With that, he began rapidly flipping through the channels…only to find the same thing on every one of them.

All the heroes-in-training were confused now, but Clefts voiced the one question they were all asking. "What's going on?"

As if he could be heard through the television, the logo faded away to an unpleasant sight. It was an image of a man Cleft had seen before.

"Hello, all you couch potatoes," the man said, grinning ear to ear.

"Oh no," Cleft said.

"What? Do you recognize that guy?" Wonder Gal asked.

"Yeah. The Chin showed me his picture after he got out of the hospital. That's Dr. Bender. He's the one who let the villains attack the hospital!"

"That's Dr. Bender?" Muncher Lad asked, shocked.

Cleft looked puzzled. "What, have you heard of him?"

"Oh, yeah," Muncher Lad said bitterly.

Before he could elaborate, Bender continued. "I know you're upset about your favorite shows getting preempted, but look at what you're getting in return: action, thrills, and suspense. So stay tuned…the next hour is guaranteed to be a killer!

* * *

"Now then, all you heroes at the Dimmsdale Superhero Academy probably know who I am, and your probably getting ready to come and stop me." Bender said on the television.

He was right. Bender's television debut had interrupted a meeting of the staff of the Academy. They were all getting ready for battle as he spoke.

"Well, don't! Because I have a bomb buried somewhere underneath the city of Dimmsdale. If any hero tries to come after me, I'll push this button," he said, lifting up a detonator, "and BOOM! No more city!" he laughed maniacally. "But wait, there's more. The bomb is set to go off anyway. I have a timer on it. I'm only allowing one group of heroes to try and diffuse it: the exclusive class, first year at Dimmsdale Superhero Academy! If anyone else tries, I press the button and the city goes out with a bang! Now then, I'll give them five minutes to get into town. If they're not here by then, the button gets pressed."

The teachers turned to one another. "Well, what are we going to do about this?" Hanker-Chief asked.

"We can't just let the kids go out there and put themselves in danger!" Catman objected.

"I don't think we have a choice," the Chin responded. "Bender is holding all the cards. Besides, they've all proven themselves to be worthy opponents."

"Yes, but we don't know what Bender's planning," the vice principle objected. "It's obvious he isn't relying on the bomb, or he would have set it off by now."

"Our hands are tied," the Chin answered. "If we leave the academy, he sets of the bomb, if the kids fail to show up, he sets off the bomb. We're stuck!"

"We cannot endanger their lives!" Catman protested.

"I don't think any choice we make is going to affect anything," Teaching Titan suddenly interrupted.

The rest of the staff looked at him oddly. "Why not?"

He pointed at the television.

The entire class was already in the city.

* * *

"Ah, yes," Bender said from his studio. "It looks like our heroic little tykes have decided to show up. Good for them. Oh, and what's this?" he mockingly asked, zooming one of his cameras in on Muncher Lad. "It seems one of them is Matter Muncher Lad, son of the biggest loser to ever put on a cape!"

Keeping his lunatic smile, Bender walked over to another monitor and turned it on. The image on screen was him fighting Matter Muncher Man, Muncher Lad's dad. The hero was losing…badly. "I faced him lots of times, and every time I drove him into the ground. He was pathetic, a loser, a nitwit. Is his son any better? Probably not, but we'll see!"

* * *

The class had seen this report on a giant TV in the town square. They all turned to Muncher Lad. "Is that where you heard of him?" Cleft asked immediately.

Muncher Lad glared at the screen. "Yeah. He embarrassed my dad so many times. When I enrolled in the Academy, I swore I'd beat him someday."

"Yeah, well, we can't go after him now. Finding that bomb is more important," Cleft said. "A.J., please tell me you have some sort of bomb finder built into that chair."

"Sorry, no," the boy genius answered.

"I said please. Couldn't you have humored me?"

"In that case," Wonder Gal interrupted, "we better split up. We can each search an area of the town."

"Right," the boy chin wonder answered. With that, the eight of them split into opposite directions.

* * *

"Ooh, it looks like the kiddies are already on the go. Well, they're on the clock, so here's their time limit," Bender said, motioning to the corner of the screen. A timer appeared there, slowly counting down.

55:00

54:59

54:58

"Now then, let's go to our eye in the sky for an update on what's happening."

The scene shifted to the interior of a helicopter. Inside it, wearing an earpiece, was Vicky. Down below, visible through the machine's front window, was an ariel view of Dimmsdale. Cars were backed up for miles, with people screaming and honking, trying to get out of the city.

"Well, as you can see, people are so scared of the bomb they're even willing to go to Chincinnati!" Vicky said with a malicious tone as she watched the scene below. "That leaves the place nice and empty for the twerps to try and stop the bomb. Still, I doubt they'll do it," she laughed evilly.

The scene cut back to Bender. "Good. Now, let's see how this is affecting the local economy!"

The scent cut once again to an arcade, which was completely empty. "Huh, not a single child is popping in quarters…" Then the camera panned onto a boy playing a zombie shooter game. "Uh, kid?" Bender said over the microphone, "aren't you scared?"

"Of what? It's only a video game," the kid answered, not looking up.

The scene cut back to Bender, who looked a little confused. "Uh…right. Well, anyway, let's check up on the kids, shall we?"

The scene again shifted to Vicky in the helicopter. "Well, Dr. B, Muncher Lad seems to be headed toward the arcade, and he's calling his classmates there, too. It's almost like he sees something in there."

The scene cut back to Bender. "Sees something there? Oh, of course. Unlike his dad, he's smart enough to use his radar to locate the bomb!" With that, the mad doctor slapped his forehead with mock frustration.

The monitor behind Bender showed the audience what was going on. Muncher Lad lifted a panel on the floor, revealing a hidden compartment with a bomb inside. Shortly afterwards, Cleft, Wonder Gal, Fatale, Princess, and Sonic arrived on the scene.

"Oh dear," Bender said mockingly. "It appears I've lost…but appearances can be deceiving! You see, I've got a few aces in the hole!"

* * *

As slowly as he could, Muncher Lad lifted the casing of the bomb, revealing a complicated series of wires and a timer, slowly counting down.

49:44

49:43

49:42

"Oh man. What do we do?" Princess asked.

Cleft responded by pulling out his cell phone. Ordinarily, he didn't bring it into the field, but he felt it would be best if they all stayed in touch. "Don't worry, I'll give A.J. a ring and he can…"

Cleft was cut off by a black object crashing into the side of his head. As he went to the ground, the object performed a u-turn and headed in the opposite direction. It was finally caught by…

"Gary!" the entire class screamed.

Gary, dressed in his Nega-Cleft uniform, smiled. "That's right! I'm back, and this time, I brought friends!"

He was right. Standing behind him were five other kids, each wearing a costume and a malicious smile.

* * *

"Ah yes! One day I started thinking, 'Hey, if the heroes can train people, why not villains?' So, with the help of my master, I created a Super villain Academy! And here are the first year students now. Let's get to know them, shall we?"

* * *

Gary drew his staff and charged at the recovering Cleft. The boy chin wonder quickly pulled out his own staff and got ready to block. Gary's attack pushed him back, but he managed to stay on his feet. In a matter of seconds, the two of them were locked in combat. Cleft eventually managed to cut Gary with a chin-a-rang, but the injury quickly healed.

* * *

"Gary here is an imperfect clone of Cleft, created by my buddy Crocktopus. Why did we go through the trouble of cloning him, you may ask? None of you business! Still, we made improvements to him. The best one is that you can hit him with anything and he'll bounce right back! And we've recently fixed his little weakness to the cold, so that won't save them this time!"

* * *

The boy next to Gary was dressed in a red uniform. It was spandex with white gloves, boots, belt, and a white area on the chest. In this white area was a red octagon. He wore nothing to cover his face except a pair of sunglasses, also tinted red. He had messy blonde hair which seemed to be gelled in some places. He charged straight at Wonder Gal.

The heroine-in-training prepared to punch, but as she pulled her arm back the villain lifted his hand and fired red rings out of his palm.

The rings hit Wonder Gal, but she wasn't hurt. Instead, she slowed down. She was now moving in slow motion, ten times as slow as normal as she usually did.

The villain then punched her in the face as hard as he cold. Ordinarily, this wouldn't have affected her by much. But since she was moving ten times slower, it felt like the punch was coming ten times faster.

The attack caused Wonder Gal to go flying across the room until she crashed into a DDR machine.

* * *

"This talented kid is named Stop. He can manipulate anything so that it moves slower than usual, meaning all his attacks have an extra punch thanks to the time change, so he should be able to put a dent in even the super strong brat's defenses!"

* * *

The kid next to Stop had dark skin and short, black hair, but other than that he could pass as his twin. He was wearing a costume similar to Stop's except there was green instead of red, right down to the green tinted shades.

This young villain grinned as he was suddenly covered by a dull green aurora. Sonic looked at him, waiting for him to strike. Then he did something he quickly regretted.

He blinked.

His eyes were closed for a quarter of a second, but when he opened them he saw a green blur heading for him. Suddenly, he felt three punches land on his face. Before he knew it, he was flying through the air, coming in for a crash landing a few feet away.

* * *

"Go has the exact opposite powers. He can speed anything up, including himself. And if you think he's dangerous by himself, you should see him team up with his pal. Stop and Go are quite a formidable force!"

* * *

The next child in the group was a girl. She was about Cleft's height, but had long brown hair that reached down to her knees. She was wearing a white, metallic costume with black gloves and boots.

Smiling, she stuck both her hands out to either side of her, palms open. Suddenly, two long strands of light radiated from her palms until they formed two glowing whips. She grabbed the ends of both of them as if they were solid.

She then swung her newly formed weapon at Fatale. The strand of light struck her in the chest, sending her back. She recovered in time to see the strand about to come down on her head. She managed to get out of the way just in time. The strand crashed into the floor, causing a small rivet to be left in the ground.

* * *

"This sweet little girl is named Aurora. She can make light solid." He paused as he watched Aurora hit Fatale with another attack. "Very solid. She can make any weapon she wants, but her favorite is the light whip…very efficient!"

* * *

The fourth villain was also a girl. This one had brown hair curled into two puffs on either side of her face. She was wearing a white costume with what looked like a target on the front.

This young girl pointed her pointer and middle fingers at Princess like a child would pretending to shoot a gun while playing cowboys and Indians. The only difference is when she did this, something actually erupted from the tips of her fingers. A red blast of energy erupted from her fingertips, striking its target in the stomach and sending her back. She crashed right next to the machine the unknowin boy had been playing at when Bender first surveyed the area. The boy kept playing like nothing was going on.

* * *

"We've affectionately named this little girl Ace. If you couldn't tell, she can fire energy from her fingertips. Another interesting fact: she never misses!"

* * *

The final child, surprisingly, looked like Bender. Except for his size, he could pass as a clone of the demented scientist. He even had a backpack just like his, which opened up to reveal a saw, a drill, and a magnet charged with energy.

This Bender look alike headed strait for Muncher Lad, swinging his buzz saw downward. Muncher Lad managed to get out of the way, but the child kept coming at him with every weapon, forcing the young hero to constantly dodge.

* * *

"And last, but not least, is my son, Wendell. He uses weapons just like his old man. And he's very capable with them! And it seems he's going to carry on the family tradition and make sure loser heroes stay losers.

'Now, I bet you're wondering, if Nega-Cleft's a clone and Wendell is my son, where did the other four come from? Well, I'll tell you," Bender said, walking over to a monitor and turning it on. The screen showed old black and white footage of Ace.

"Believe it or not, that sweet little girl is over eighty years old! She was born with her powers in an immensely wealthy family and enjoyed practicing her skills. Eventually, she decided to practice it on Arch Duke Ferdinand. That's right, folks, she's the cause of World War I! Anyway, when her parents found out they had her shipped away to a cold and desolate place so they could save their own hides! While there, she fell into some extremely cold water and was frozen solid! Years later, we found her and revived her!

"As for the others? They were born with their powers, but couldn't control them! Their parents didn't have superpowers and couldn't cope with their gifts. So, they abandoned them, condemning them for something they couldn't help. The poor kiddies were homeless until we found them, took them in, and made them family! So now, their completely loyal to us, and will do anything we say, including destroying other kids before they can grow into bigger nuisances.

"Now that that's out of the way, lets get back to the action, shall we?"

* * *

So far, the small army was proving to be quite a deadly force. In minutes, the arcade became a battlefield, all being shown on national television. Go proved to be too quick for Sonic to hit with anything. Eventually Go knocked the hero-in-training into Wonder Gal, who was faring no better against Stop.

As the two heroes rose to their feet, Go ran up to Stop "Well, Stop, I guess these two aren't going to go down easily."

"I agree, Go. It seems we'll have to combine our powers."

Wonder Gal, not caring what they were saying, began to run toward them.

This turned out to be a very bad move, because as she did Stop hit her with his red energy, slowing her down.

Following that, Go ran up to her and punched her in the stomach. And since he was going ten times faster that an ordinary person, there was a lot of force behind the attack…a whole lot.

Wonder Gal didn't even remember her trip across the room. When she regained her senses, she was against the wall with a throbbing pain in the back of her head.

Aurora, meanwhile, was proving to be more than a match for Fatale. She had all of the heroine-in-training's reflexes and agility, with a farther reaching attack to boot.

As she swung her light whip, Fatale jumped over the weapon and toward her opponent. She landed just in time to duck under the next swing. She then sprang forward and swung her claws at the villainess.

The sharp claws cut through the armor, causing sparks to fly out. One of Aurora's whips dissipated as she was pushed off balance by the attack. When she recovered, she aimed her whip-less hand at Fatale.

The heroine was hit by a blast of light directly in the face. She was knocked off her feet and onto her back. She looked up in time to see the remaining light whip come right at her. She quickly rolled out of the way, letting the attack hit the ground.

Ace was in a shooting match with Princess. True to Bender's word, Ace never missed a shot, but they could be blocked. Every time an energy blast erupted from her fingertips, Princess conjured an ice shield to block. She then fired icicles at her opponent, but her aim proved to be noticeably poorer than Ace's, and the villainess was able to dodge all of them.

Cleft and Nega-Cleft were locked in an endless staff battle, each wanting to do the other in. Several times Cleft managed to strike his clone, but any injuries he inflicted soon healed.

That just left Muncher Lad and Wendell, continuing a feud that had already been in their family for years.

"Well, well, well, my papa was right," Wendell said, as he was attempting to strike Muncher Lad with his saw and drill, "you really are a loser!" The young villains voice sounded like his dad's, only noticeably higher pitched.

Muncher Lad gritted his teeth at this statement, then launched forward in an attempt to tackle his opponent. Wendell easily dodged the attack, and the tow headed hero landed on the ground behind him. He quickly moved as soon as he landed, which was a good thing because two seconds later a drill was occupying the area he was in previously.

* * *

Bender was watching all this in the safety of his studio. "Ah, it's so nice to see youngsters with such potential. Too bad about half of them are going to be dead in a moment. For you see, our little protégées are slowly but surely getting the upper hand in this confrontation."

To emphasize his point, he motioned to a monitor showing the fight His words were correct, the heroes-in-training were slowly but surely losing. "Anytime now, those little brats will be gone!" He laughed evilly as he watched Go about to strike Sonic again.

However, before the speedy villain could commit the act, he was struck by a bolt of lightning in the side, sending him tumbling sideways.

The camera panned to show A.J. and Sparky finally making their entrance.

* * *

A.J. quickly floated up to the bomb and looked inside it, at the slowly ticking timer.

44:17

44:16

44:15

"I'll need a minute to diffuse it," the boy genius stated as he began reaching inside the powerful explosive."

"Go ahead. I'll cover you," Sparky replied. He then turned to the battlefield and stuck his palm out, ready to shoot any one of the villains who tried to interfere with his teammates work.

Fortunately, only one villain, Go, wasn't distracted by another hero. The lightning quick villain shot back toward Sparky, eager to make him pay for shooting him in the side.

Sparky shot a bolt from his fingertip, but the attack missed.

But Sonic's super scream didn't.

The powerful sound waves distracted the villain for only a few seconds. Fortunately, that was all the time A.J. needed.

"Got it!' he proclaimed proudly, holding up a set of cut wires. The rest of the class, even in the middle of battle, was somewhat relived.

Until there was a loud beep.

A.J. looked down.

The timer was back on.

And it had reset itself.

00:05

00:04

00:03

* * *

Now, a lot of you are probably asking why Remy wasn't in that group of villains. Well, I wasn't sure I wanted to use him yet. I'm trying to avoid characters that had knowledge of Fairy World on the show. Now, for the cast list.

Stop-Tad (or is it Chad?)

Go-Chad (or is it Tad?)

Aurora-Sammy (sort of OC created by Amras Felagund, used with permission)

Ace-Maryanne (Hall of Shame godchild in episode 'Hassle in the Castle. Please note I haven't seen that episode in a while, so the description's probably way off.)

Wendell-Wendell (duh)


	21. Bender TV: Countdown

A/N: Well, here's chapter 21.

Disclaimer:

Disclaimer: Fairly Oddparents copyright Butch Hartman, Federator, and Nickelodeon. Basic plot of this arc copyright Stan Berkowitz and Dwayne McDuffie. Superhero trademark DC and Marvel Comics. One of the debuting characters was sort of created by Amras Felagund, used with permission.

* * *

00:03

00:02

00:01

A.J. winced. He had only a second to live before he was engulfed in a fiery explosion.

Then, there was an explosion…of confetti.

A.J. looked back at the bomb. Instead of a lethal blast, the only thing that erupted from the bomb was a collection of brightly colored square paper…and a sign. It was attached to a spring that was previously coiled inside the fake explosive and read, in big, bright festive letters, "BOOM!"

A.J. blinked a few times as his mind processed what had happened. This was definitely not what he expected. Finally, he came to a conclusion. "Guys, this bomb's fake!"

* * *

Back at the studio, Bender laughed evilly. As he did, the timer reappeared, showing the true time limit the kids were on.

42:59

42:58

42:57

"Surprise! This little bomb was just a decoy! The real one is out there somewhere. I suggest you hurry and find it, because the old clock's a ticking!

* * *

Back in the field, the villains in training were laughing at this new development. Suddenly, to the heroes' surprise, they stopped fighting their opponents. The dashed out of the arcade and fanned off in different directions, scattering themselves across the city.

"They're getting away!" Wonder Gal complained.

"Forget them for now," Cleft said. "We have to find the real bomb."

"Don't worry, I have an idea," A.J. said, pressing a button on the arm of his chair. A moment later, a tiny compartment opened up, and a small cord snaked out. The boy genius grabbed the cord and headed toward the fake bomb. "If I analyze the timer on this bomb, I can trace any other timer in the city just like it. And since this timer is advanced, I doubt there are any other in the city except the one's on the bombs."

"Wow, what an incredibly implausible solution," Muncher Lad commented.

A.J. plugged the cord into a pot in the timer. A few seconds later, a screen on his chair started showing the results. "There it is…wait, the scan is picking up another one…and another…four…five," there was a long silence afterward as A.J. tallied up the total in his head. "Twenty five. There are twenty five bombs!"

* * *

"Surprise!" Bender laughed maniacally. "This is where we change all the rules. I hid twenty six bombs all over town. Some are real, some are fake. The little tykes found just one of my little devices, and they have the whole town to search for the rest of them. They better hurry, they only have…" Bender looked down at the timer.

39:55

39:54

39:53

"Oh, my, that's not a lot of time!" Bender said with mock surprise.

* * *

With his quick thinking, A.J. had split the town into four areas. The class had agreed to go in teams of two to find and disarm the bombs. The boy genius had given each group the locations of their bombs as well as instructions for disarming them. They had decided all this while Bender was boasting on TV, so by the time his cameras cut back to them, they were running in four separate directions.

"Tsk, Tsk, Tsk," Bender said over the image. "The kiddies are splitting up. Too bad for them…that just makes them even easier targets for my own team of children. Well, since we can't watch them all at once, let's take a look at what one group is doing, shall we?

* * *

Sonic and Sparky moved down the streets of Dimmsdale, searching for the address A.J. had given them. Finally, they found it. It was a seafood restaurant, a seasonal one closed in the winter, which meant Bender would have had an easy time hiding a bomb inside.

The door was locked, but this wasn't a problem. A blast of sound waves from Sonic's mouth was enough to send the obstacle flying off its hinges. The two ran inside. The first thing they saw was the bomb.

Unfortunately, the second thing Sonic saw was a green blur heading strait for him.

Sonic was knocked off his feet by Go's uppercut. Sparky saw the green blur attack his friend, and seconds later it attacked him.

However, Sparky had instantly started powering up when he saw Sonic getting attacked. Therefore, when Go punched him, several volts of electricity flew into him.

"Gah!" Go screamed in pain, withdrawing his fist and stumbling back. Sparky stumbled as well, but only for a split second. He quickly regained his composure and hit Go with an electrified punch to the face. The charge of more volts sent the speedy villain back.

Before he could follow up the attack, Sparky was hit by a red beam. Stop, who had provided the attack, ran in to punch, but he was interrupted by Sonic, who leapt into the air and fired a sonic scream. The sound waves struck Stop in the chest, pushing him into the wall behind him.

As Sonic landed on his feet, the slow motion spell wore off of his classmate. "Disarm the bomb, I shall hold these villains off," he instructed. Sparky nodded and headed toward the dangerous device.

Sonic turned back to the battle in time to notice a green blur heading toward him. Quickly, he let loose a scream. Go obviously hadn't been expecting this, as he radically changed his course to avoid being hit. Smiling at his small victory, Sonic prepared to let loose another scream.

However, before the attack could leave his lips, a red beam of energy struck him. He realized that Stop must have hit him with his trademark attack, which was really bad, because Go was still attacking.

A second later, Sonic was on the ground.

Another second later, he felt the true impact of Go's attack. Immense pain radiated from his face. His nose was broken and his mouth was bloody. He had a black eye, and his glasses were crooked. Thankfully, they were unbreakable thanks to the same invulnerability spell that blessed Wonder Gal's rope. The spell had become available for any hero that needed glasses. But the point is, Sonic was in pain. And the next punch was worse.

It wasn't that the punch was harder or more painful. It was the fact that it sent Sonic flying.

Strait into the bomb.

Sonic was in too much pain to comprehend was happening, but Sparky sure wasn't He cringed in preparation for a blast of fire.

Instead, he got sprayed with confetti.

"Hey, this bomb's another fake!" Sparky said, just in time to get sucker punched by Go. He quickly hit the wall across the room.

He quickly got to his feet, keeping his guard up. "Man, why did this bomb have to be fake?" he complained.

"Because fate is cruel," Sonic muttered, rising to his feet was well.

* * *

"That's all too true," Bender commented, agreeing with Sonic's statement. He continued to look on as Go gave Sparky another punch to the face. "Well, as much fun as this is, there's a lot more to see in the next…" Bender checked the clock again.

34:13

34:12

34:11

"Wow, time flies when you're having fun," the mad doctor commented. "Let's see how that pint sized genius is doing," he said, pressing a button on the console. The image changed to A.J., who had his mind shield up.

* * *

At the moment, A.J. and Princess were learning the hard way that Bender wasn't lying when he said that Ace never missed. The two heroes had already managed to disarm two of their bombs and were trying to get rid of the third. Unfortunately, when they arrived at the grocery store where it was hidden, they found the female sharpshooter was standing atop one of the bombs set to go off, firing blasts at her two opponents. It had only been through shields made of ice and mental energy that the pair were still standing.

As Princess reformed her ice shield, she shouted to her opponent, "You know, if that bomb goes off, you go with it!"

Ace gave a sinister smile. "Don't be so sure. Don't forget, we have Crocktopus on our team. If any of us are in trouble, we get pulled off the battlefield. Besides, if I were you two, I worry less about what's going to happen to me, and more about what's going to happen to you!" she said, firing another blast from her fingertips. The attack shattered Princesses' ice shield to crystals.

But Princess was prepared this time. As soon as the shield broke, she charged forward, hoping to catch Ace between attacks. She was almost successful, but the sniping enemy managed to attack just before he reached her. The shot struck her in the chest, sending her to the ground.

"VER-" A.J. began, but he caught himself. He remembered he was on live TV and was careful not to let his teammates secret identity slip. Besides, he didn't have much time to yell before Ace fired another blast at him. He managed to get a mental shield up just in time to block, but it made little difference. Ace had already hit A.J.'s shields several times during their battle, and the intellectual hero was fatigued. The shot shattered his shield, pushing him back and causing his chair to crash to the ground. As he struggled to levitate back up, he saw Ace charging up, ready to fire another blast.

However, at that point, something unexpected happened. Just before Ace could fire, she was covered in a blizzard of snow and ice. Caught off guard, the villainess failed to stop herself from being frozen solid.

Princess lowered her hand, giving a satisfied smile. "You know, it's possible to fake being knocked out," she commented, pushing the frozen enemy off the bomb. She then kneeled down next to the bomb. A.J. floated up to her moments later.

"Alright, what am I supposed to do again?" Princess asked.

"Move," A.J. snapped, gently pushing her aside. He then used his telekinesis to levitate the cover off the bomb, revealing the timer and numerous wires. "Alright, let's see…it's the red wire first, then…"

Princess glanced and his work. "Hey, maybe you should…"

"Maybe you should let me do this!" A.J. snapped.

"Don't yell at me!" Veronica yelled back.

* * *

"Is it just me, or is something going on between those two?" Bender asked as he watched the two classmates argue. "It's just like one of those anime series. Two heroes hate each other only to grow closer as their adventures go on."

With that, the mad doctor stuck an overly dramatic pose. "Will Professor A.J. ever confess his true feelings to Ice Princess? Will they ever find happiness? Will true love conquer all?"

Bender responded to his own questions by pulling out a remote. "Not on my watch!" he said, pressing the single button on the device.

* * *

Back on the battle field, A.J. was disarming the bomb. Had he had a few more seconds, he might have done it.

Still, panic overtook him when the timer changed from 30:03 to 00:01.

In a flash, A.J. summoned all the mental energy he had left to form a shield…around Princess.

Three things were very fortunate in that moment. First, except for the heroes, the building was empty. True to her word, Ace was pulled from the battlefield by Crocktopus' magic.

Secondly, the bomb wasn't nuclear, which meant the damage it caused wasn't totally devastating.

And finally, A.J. had turned around before the bomb exploded, meaning the back of his chair took more damage than he did.

Still, at any rate, A.J. was seriously hurt. He had used all his mental energy protecting his classmate, so he had no time to save himself.

As soon as her mind registered what had happened, Princess scanned the room for A.J. She found him laying one the floor, his back badly burnt, completely unconscious. His chair was on the floor, badly damaged as well, but the nanobots were already repairing that.

Princess ran to his side. After surveying the damage to her teammate, she gently picked him up in her arms. "Hold on, I'll get you back to the Academy!" she said frantically, running outside. She quickly used her powers to create a board of ice. She then jumped on, riding it like a snowboard back to the Academy.

* * *

"Aw, how sweet," Bender noted mockingly. "She's saving her true love. How nice…how sickening. This whole thing's way too mushy for me. Let's get back to the action. Oh, by the way, that bomb was just a small fry. The others are much more powerful, and they're set to go off in…"

29:07

29:06

29:05

* * *

Wonder Gal had wanted, so badly, to partner up with her boyfriend. However, she knew that would be unwise. The whole thing was being broadcast nationally, which meant her dad was bound to be watching. So, she ended up being paired with Fatale, which was especially awkward.

The two hadn't said a word to each other the whole time, which suited Wonder Gal just fine. Whatever was bugging her friend, she didn't think it was something to talk about on live television.

Besides, the difficulties hadn't stopped their effectiveness together. They had already disarmed four of the six bombs in their area of the city, and they were just about to reach the fifth. In fact, it was right in front of them. But as the class had learned by now, something was bound to come along to make things more difficult.

This situation was no different. Just as they came across the next bomb, Fatale was hit across the chest by a whip of light. As she went skidding across the ground, Wonder Gal turned to address her attacker.

"Aurora," she said bluntly.

The young villainess gave a malicious smile. "Wonder Gal. I've been looking forward to meeting you."

That statement confused the heroine in training. "What are you talking about?"

"Tell you what, if you actually survive all this, ask your dear old dad about a girl named Elizabeth. Trust me, he'll know." With that, Aurora lashed out her light whip again.

Trixie responded by doing something risky. She reached up and grabbed the weapon in mid flight. The whip burned her palm, but she ignored the pain and gave the solid light a hard pull.

Aurora, certainly not expecting this tactic, was pulled off her feet and went flying toward her opponent. Smiling, Wonder Gal pulled her fist back, ready to give the villainess in training the hardest punch of her life.

However, Aurora adapted to her situation too quickly. She held out her free hand, and more light began forming near her palm. When she was close enough, she slashed Wonder Gal with a sword made of pure light.

At feeling her skin getting sliced, Wonder Gal let go of Aurora's whip. As she clutched her side in pain, the villainess regained her footing on the ground. She then raised her sword, ready to end a life.

Fortunately Wonder Gal realized what was going on just in time. She blocked the sword with her wristbands, which surprisingly managed to hold against the weapon's power. This didn't phase Aurora, however. She made light whip disappear, and summoned another sword in its place. With that, she swung the blade at the heroine's ribs.

It was a miracle that Wonder Gal managed to get her other wristband at her side in time to block the attack. With both swords blocked, the two girls were caught in a stalemate, each trying to overpower the other.

The stand still was brought to an end by something cutting through Aurora's metal armor. Caught off guard, the young villainess lost her concentration, causing her swords to disappear. With this little development, Wonder Gal was able to deliver a punch to Aurora's face.

The villainess in training hit the ground, temporarily unconscious. Right behind where she was standing previously was Fatale, her claws out. It was obvious she was the one that attacked Aurora previously.

"Thanks," Wonder Gal said quietly. "Now let's get to that bomb."

"Already took care of it," Fatale answered curtly, pointing to the bomb. While her classmate had been battling, she had taken the opportunity to disarm the weapon.

"Right. Well, let's get rid of the next one.

* * *

"How anti-climactic," Bender complained. "Poor Aurora got so caught up in revenge that she forgot to watch her back. Now, you may be asking, 'What did Aurora want revenge for?' Well, the answer in simple: none of you business!

"But, you know, I'm getting bored watching the girls at each other's throats. Why don't we pop in and see how the little mini chin is doing?"

24:50

24:49

24:48

* * *

Cleft was getting suspicious. As he and Muncher Lad had ran through town, deactivating their bombs, they hadn't been met with an ounce of resistance. After deactivating the last bomb in their section, they headed for the one that was assigned to Princess and A.J. They had witnessed the bomb exploding on a television in the window of an electronic store, so they knew their friends were out of action and there were still bombs in their section.

Upon arriving, they used Muncher Lad's radar to find the remaining bombs. They were running up to another explosive when something finally happened.

The remaining two villains in training landed between them and the bomb.

"Well, Tim-Tim," Gary said as he pulled out a staff and Wendell fired up his machines. "Looks like we're going to have one more round, and this time you aren't going to live to see the end of it!"


	22. Bender TV: Detonation

A/N: Hey there, fellow FOP fans. Here chapter twenty two. Wow, I can't believe this story has turned out this long. Well, enjoy!

Disclaimer: Fairly Oddparents copyright Butch Hartman, Federator, and Nickelodeon. Basic plot of this arc copyright Stan Berkowitz and Dwayne McDuffie. Superhero trademark DC and Marvel Comics. Aurora's and another debuting villain's secret identity created by Amras Felagund, used with permission.

* * *

23:59

23:58

23:57

As the timer on the bomb beeped away the seconds, Gary leapt forward and swung his staff. Cleft blocked with his own weapon, then swung it at his clone, hoping to knock him senseless. No such luck, as Gary blocked just as well as he did. For a minute, the blocked, dodged, and swung each hoping to gain the upper hand.

Meanwhile, Muncher Lad and Wendell began their own battle. Wendell summoned a rotating blade from his backpack, thrusting it toward his rival. The young hero managed to dodge, but had no time to rest, as the mad doctor's son next thrust a drill into his face. The big mouthed hero had to bend over backward to stop the drill from piercing his forehead.

As the drill sailed over his head, Muncher Lad stepped up and bit into the metal appendage holding it.

It didn't have the desired affect, as it proved harder than expected. The young boy removed his teeth in time to avoid a saw to the back. As he stepped away, he examined the damage he had done. There were bite marks on the arm, but it hadn't snapped off.

Wendell laughed at Muncher Lad's attempt. "Ha! You really are an idiot! Did you really think my dad wouldn't have prepared me to face you? A good hero would have taken that into account."

Muncher Lad tried to ignore his opponent's taunts, but they had hit a sore spot. He was right, a good hero would have realized that. He wasn't getting any better at his future profession.

Before he could contemplate this any longer, Wendell jammed his saw at his chest. The hero in training barely managed to dodge the weapon, which tore his cape as it flew past.

"Dad was right, you're just as big a loser as your old man!" he jeered, shoving the drill forward.

This time, instead of ducking or running, Muncher Lad dodged by jumping. As the drill past under him, he jumped forward and landed right in front of Wendell. The villain in training was caught off guard by this, so he failed to block against the punch that came a split-second later.

Wendell stumbled back and fell to the ground. Taking advantage of the situation, Muncher Lad ran forward and threw a kick, aiming for the side of his opponent's head.

Unfortunately, this time Wendell was prepared for the attack. He caught the hero's attack and pushed his leg up, causing him to lose his balance and fall to the ground. The young villain, taking advantage of the situation, scrambled to his feet and slammed his saw down on Muncher Lad's chest.

The hooded hero managed to roll out of the way just in time to avoid being cut in half. This was small consolation, as Wendell slammed his drill down immediately afterward. It hit the ground where Muncher Lad's head would have been if he had not scrambled to safety a split second earlier.

Now back on his feet, the tow headed hero punched Wendell in the stomach. As he stumbled back, the young villain wildly swung his saw. It managed to hit Muncher Lad in the side, giving him a light but very painful cut. As the hero grabbed his side in pain, his opponent leapt forward swung his saw again. Muncher Lad ignored the pain in his side and jumped back, causing the saw to miss him and hit the ground.

Before Muncher Lad could counterattack, a magnet emerged from Wendell's pack and fired a blast of electricity at the hero in training. Muncher Lad was shocked by five thousand volts of electricity. He fell to the ground, smoke rising from his body. As he moaned in pain, Wendell walked up to him, his drill spinning rapidly, with every intent to end his opponent's life.

* * *

Back in the studio, Bender smiled. This was all too perfect. He had to remember to keep this on tape. Watching his son about to kill his first hero was a touching moment. He couldn't be more proud. A tear of happiness actually rolled down his cheek.

"That's my boy doing that," he said proudly to the world.

* * *

Before he finished Muncher Lad off, Wendell couldn't help but gloat.

"Well, I guess dad was right. The Matter Muncher family is nothing but a group of losers. Heck, I'll probably be doing the heroes a favor by killing you. You won't be around to mess anything up. Your dad's failure would be funny if it weren't so pathetic…oh what the heck, I'll laugh anyway!" With that, Wendell gave a nerve grating laugh.

* * *

"No, son!" Bender screamed at the monitor with his son's image on it. "Stop! Remember the rules of combat for villains! Rule number six: I will not gloat over my enemies predicament before I kill them! You're planting the seeds for your own defeat!

* * *

Bender turned out to be correct. In all his boasting, the young villain failed to notice Muncher Lad's fist clench, or his temper rising.

"There really nothing significant to gain from killing you, so I think I'll do it just for fun!" With that, he thrusted his drill forward.

Muncher Lad had had enough. He suddenly jumped up and forward. He dodged the drill, then bit the drill's appendage again.

This time, to everyone's immense surprise, the metal broke in half, sending sparks everywhere. Caught off guard, Wendell stumbled back, eventually falling to the ground.

When he did, his electrical magnet fell onto his stomach.

For about thirty seconds, a powerful electric surge ran through the young villain's body. As he jolted around, the electricity started flowing back into the backpack, causing an overload. Soon, electricity was flying out in every direction. Before long, the generated electricity shorted out all hidden cameras in the area, disabling Bender's view of the action.

Finally, the flow stopped, and Wendell was on the ground, smoking and twitching. Muncher Lad walked up to him, putting on his best intimidating look. "Now, why don't you tell me where your dad is?"

* * *

Bender angrily pounded the keyboard on the control board, frustrated he had lost sight of his son. Still, he couldn't be too badly hurt, or else Crocktopus' magic would have pulled him out by now.

However, seconds later another image came up on his monitor. It was his son, unconscious and twitching, laying on a bed in a medical room. Crocktopus' magic had pulled him out and placed him in the hospital wing of their base.

Bender clenched his fists angrily. Muncher Lad would pay for that. He swore it.

Bender glanced at the timer counting down to detonation.

13:47

13:46

13:45

He forced a smile on his face and turned to the camera. "Let's check in on the boy chin blunder, shall we?"

While the TV feed was showing feed on Cleft and his clone fighting, Bender walked to the back of the room. He took out a cell phone and dialed a number. A few seconds later, he was hearing Crocktopus' voice.

"What is it?" Crocktopus asked curtly.

"Time's almost up. Don't you have it yet?" Bender asked.

"I will in five minutes. Don't worry, the heroes won't even know I was here."

"Good, because I can't keep him busy forever. You're lucky that spell you cast is working, because we almost lost two of our students already."

"Relax, I'm almost done."

* * *

Crocktopus hung up and turned to the child next to him. He was a young boy with fiery red hair piled up like a flame. He wore a red uniform with red gloves, boots, a mask, and a belt. The Bull-E was also nearby, looking bored.

"Alright, Scorch, you know what to do."

The three villains were in an unusual place: a volcano. Specifically, the rim of one, next to a smoke spitting hole.

Scorch gave a cocky grin and nodded, then turned to the opening. He closed his eyes, then jumped straight into the deadly crater. Despite the heat, he jumped in like he was diving into a pool.

Scorch landed on a rocky surface midway down the volcano. Any normal human would have been burnt by the extreme heat of the ground, but Scorch was far from ordinary.

On the wall the surface was attached to was a small opening. Exactly what the villain in training was looking for. He entered the passageway and into another room.

Unlike most of the volcano, this area was carved by man…well, super powered man. Others who could resist the heat had made it to hide a powerful artifact. There, in the center of the room, on a pedestal, was a staff. It was completely black, with a dark gem on its tip.

Smiling, Scorch took the staff and left the room. When he was back in the main room, he waved to Crocktopus above.

Nodding, Crocktopus created an arm of magical energy to grab Scorch and lift him out of the fiery pit. Once he was standing on the edge once more, he presented the staff to his instructor.

Smiling, Crocktopus took the staff in one tentacle and turned to Bull-E. "I hope you were watching that. That's how a competent super villain acts."

The Bull-E gave an angry glare. "Bull-E does not even know why you dragged him here."

"Because if he had let you do the bomb thing with the others, you would have screwed it up just like you do everything else," Scorch answered smartly.

Angrily, Bull-E tried swinging his oversized fist at the smaller villain, but Scorch was quicker. He pointed his finger at the hybrid, and a blast of fire shot out from it. It hit the mutant's vest, causing him to jump in surprise, then furiously pound his chest, hoping to smother the flames.

"Graver! Reed! Quit fooling around! We must descent the volcano and leave!" Crocktopus ordered. He then turned around and began floating down the steep mountain.

Bull-E followed behind him. "Aw, man! All we've been doing today is climbing! Going up and down, up and down!"

Scorch followed behind him. "Sounds like the perfect job for a yo-yo like you."

* * *

05:15

05:14

05:13

While the timer ticked down, Sparky went to work on the bomb. Seconds later, the timer shut off, the bomb deactivated. Satisfied, the electricity generating hero turned around in time to see Sonic get punched by Stop.

As his teammate landed on the ground, Sparky raised his hand and fired a blast of lightning at the villain in red, who was knocked back at the force of the attack. With any threats temporarily disposed, Sparky turned to his dazed friend.

"Sonic! Are you okay?" he asked frantically.

"Uhh…" Sonic moaned.

"Sonic! It's me, your pal Sparks!"

At that point, Sonic came to his senses and realized something. "Sparks? I thought you said your name was Sparky."

"No, you guys did."

"Then…why didn't you correct us?"

"I didn't want to be difficult. Just call me Sparky, it's stuck by now."

"Whatever. That was the final bomb. Let's see if our friends need help."

* * *

"Oh, dear,' Bender said. "With that bomb gone, there's only one bomb left. Let's see if any of the others can get to it, shall we?"

* * *

In truth, a hero almost was at the final bomb. Cleft was making a mad dash toward it, with his clone following a few steps behind, trying to slow down his progress. He had lost track of Muncher Lad, who had run off for some unknown reason.

As he was nearing the bomb, the boy chin wonder turned around and fired three chin-a-rangs at his clone. By sheer luck, one of the projectiles knocked him in the head, sending him to the ground.

Cleft took advantage of the situation and ran up to the bomb, opening up the hatch to look at the timer inside.

03:02

03:01

03:00

With the timer so close to zero, Cleft quickly began his work.

However, before he could get very far, he was suddenly struck from behind by a powerful force that sent him to the ground. He rolled over to see Gary, blood dripping from the cut on his forehead, about to slam his staff down on his rival. Cleft rolled out of the way just in time to avoid the attack. He then did a sweep kick, knocking Nega-Cleft off his feet and on his behind.

While the two rivals fought, Fatale and Wonder Gal arrived on the scene. However, before they could do anything to help their friend, Fatale was suddenly blasted from behind by a beam of light. As Fatale slipped into unconsciousness, Wonder Gal turned and saw Aurora, looking extremely angry.

"That was for knocking me out," the villainess snarled. She then summoned a whip of light and swung it at her other opponent, causing it to wrap around her wrist. "And I still have some unfinished business with you!"

With that, she summoned a whip in her other hand and lashed it at her adversary while pulling on her other weapon, sending her off balance. Fortunately, Wonder Gal managed to regain her equilibrium and sidestep the attack. She then gave the whip that was holding her arm a solid pull, causing Aurora to go flying off her feet and toward the heroine.

As her opponent got near, Wonder Gal leaned back for a punch. Aurora, however, was prepared for this. She created a shield made of light just in time to block what would have been a devastating punch.

The villainess landed on her feet and created a knife of light as fast as she possibly could. She then attempted to stab Wonder Gal in the stomach. However, the heroine managed to sidestep once again. Then she kicked Aurora in the side. The villainess in training was stunned long enough to get a very hard punch to the stomach.

Aurora went flying a few feet into the air before crashing back down into the pavement, looking very bad. In fact, she was damaged so badly that she was pulled out of the area by Crocktopus' previously cast magic spell.

With Aurora gone, Wonder Gal turned back to the bomb. By now, the timer had counted down even farther.

01:15

01:14

01:13

Desperately, Wonder Gal knelt down next to the bomb and began messing with the wires. However, before she could do much, she noticed something different about this bomb. There was a monitor on the underside of the panel Cleft had lifted up. A split second later, the monitor flickered to life, showing an image of Bender.

"Ooh, disabling a bomb, huh?" the mad doctor asked mockingly.

Wonder Gal tried to ignore him an focus on disarming the explosive, but his voice continued ringing in her ears.

"No, don't cut that wire…Careful, one wrong move and the whole thing goes boom! So you better focus. By the way, don't you hate it when you're trying to concentrate and someone keeps yammering on? They just talk and talk and talk…"

Bender was doing exactly what he intended. His constant talking was throwing her concentration off. She glanced at the timer again.

00:31

00:30

00:29

Suddenly, Wonder Gal got an idea. With her super speed, maybe she could carry the bomb out of the city. There was a desert within easy biking distance of here. If the bomb exploded there, it would be completely harmless. She started to pick it up, but Bender interrupted.

"Oh no, if you move it, it explodes automatically."

Wonder Gal groaned in frustration. She couldn't take the chance Bender was being truthful. She began working on the bomb again until another voice sounded.

"Look out!"

It was Sparky's voice. He and Sonic had just arrived on the scene, chasing Stop.

When the lone villain (Go had been taken out of action by Sparky earlier) had learned that only one bomb remained, they both dashed toward it. Their opponents, naturally, followed. When they had Wonder Gal in their sights, Stop fired one of his beams at her, which is what Sparky was telling her to look out for.

Fortunately, she managed to dodge the attack.

More fortunately, the beam hit the bomb instead.

When Wonder Gal saw the bomb was stuck in slow motion, she also saw her opportunity. She grabbed the bomb and dashed out of the city.

Twenty seconds later, faster than she had ever run in her life, she was outside the city.

A second later, there was a loud explosion.

* * *

Cleft finally managed to land a blow that knocked Gary out. Then he glanced at the mushroom cloud over the desert.

"Trixie…" he whispered.

"Yes?" a voice behind him asked.

Cleft turned to see his secret girlfriend, completely unscathed. It took every bit of his restraint to stop himself from hugging and kissing her right there.

"Tr…er, Wonder Gal, you're alive!"

"So you noticed," she said slyly.

Meanwhile, Bender spoke on a television in a nearby electronics store.

* * *

"Weren't they great? A big hand to the kiddies for foiling my evil plan!" he said, clapping his hands.

His cameramen looked at each other, then began nervously clapping as well.

Bender stopped clapping and checked a printout from one of his machines. "This has been running on all the networks, and the last fifteen minutes have been on the local stations as well. According to these readouts, we have the entire nation watching, millions of people. That was the point all along!

"This was all a stunt to get as many of you watching as possible. The little heroes provided the draw, my son and his pals provided the conflict, and it all paid off. You see, I'm not just transmitting a television signal, I'm also transmitting a new kind of hypno rays. Right now, you are all losing your free will, which you won't miss. In mere minutes, you will all become mindless, obedient servants!"

* * *

Back at the Academy, the teachers were dazed. While they had been previously on edge about their students' conflict, they were slowly slipping into obedience.

"We…have to…resist," the Chin said weakly.

"But…can't look...away…or…speak…normally," Catman said.

* * *

Cleft, Wonder Gal, Sonic, and Sparky were watching on the same TV in the electronic store window. They were hypnotized as well.

Fatale was unconscious.

Princess and A.J. had left the field.

Muncher Lad was missing.

Things were very, very bad.

* * *

I looked at the first chapter and, lo and behold, I named Elmer Sparks when I've been calling him Sparky. Now, I could take the time to actually go back and fix it, or I could use a Red vs. Blue joke and get out of it. Guess which one I used?

Scorch-Rudy Reed (OC created by Amras Felagund, used with permission)


	23. Bender TV: Bender's Downfall

A/N: Sorry this is so late. My life has gone to hell and back over the last two weeks. I haven't necessarily had the time or the motivation to write. I promise the next update will be faster. Really.

Disclaimer: Fairly Oddparents copyright Butch Hartman, Federator, and Nickelodeon. Basic plot of this arc copyright Stan Berkowitz and Dwayne McDuffie. Superhero trademark DC and Marvel Comics. Sammy and Elizabeth Tang created by Amras Felagund, used with permission.

* * *

Bender laughed evilly. This was too perfect. Everyone in the entire country had taken the bait. Soon, the entire country would be bowing to the will of his master, which would make their plans all the more simpler. And even if that wasn't the case, who cares? He had gotten word that Crocktopus had been successful in his endeavor. They had the staff, which meant the main plan was preceding as scheduled. With or without everyone's compliance, the country…no, the world…would be theirs.

As he looked on through his many monitors, he saw everyone staring blankly at every television screen in the city. It was glorious. He had won!

Then, suddenly, his image of victory flickered out. The screen was blank.

"Hey, what's with the picture?" Bender complained, banging on the monitor. Suddenly, sparks began to fly from the controls in front of him. Suddenly, Muncher Lad burst out of the machine, his mouth filled with wires and scrap metal.

"You…" Bender began, but he was cut off when the young hero spat his entire mouthful straight at the mad doctor. Unfortunately, he proved to be too quick and dodged the attack. "How did you find me?"

"I managed to get the answer out of your son before he was taken away," the hooded hero replied.

At the mention of his son, Bender became filled with rage as he remembered what Muncher Lad had done to him. Angrily, he summoned one of his electric magnets from his mechanical backpack and thrusted it forward, striking the object of his hatred in the chest. The hero in training stiffened as several volts of electricity jolted through him. After a few seconds he went flying back, hitting the controls he had broken earlier.

Bender advanced on him, still looking angry. "Oh, don't worry. I won't kill you. If I do, my son will never be able to beat you into a pulp. The next time you fight him, he's going to prove that your victory here was just a fluke. Besides, my hypno rays can't be stopped…"

It was then that the doctor got a good look at the controls. He suddenly realized that every monitor had gone dark, that no lights were flashing, and that Muncher Lad had completely devoured through all the important parts…including the device that transmitted the hypnotic rays.

"…oh, goody. My plan's foiled." he then turned to Muncher Lad, who was getting back on his feet. "Now I'll have to start all over. Thanks for ruining everything, kid. Ciao," he said, turning around and walking away casually. However, his getaway was halted by Muncher Lad, who grabbed him by the arm.

"Not so fast," he said, trying to sound intimidating.

"Oh, wise up, kiddy. It's over!"

"I'm taking you in!"

Bender laughed. "Right," he said. With that, he gave Muncher Lad a swift punch to the face. The young hero went stumbling back at the attack, and the mad doctor used the opportunity to slam his fist down on his head sending him to the ground.

"Give it up, runt. I know every move your father knew at his so called peak."

"Maybe," Muncher Lad said, getting back to his feet. "But you don't know a thing about me."

Bender laughed again. "You? What's there to know? You're a punk! A nobody! A worthless twerp continuing a legacy of failure. Still" he said, summoning all his weapons from his backpack, "if it's a whooping you're wanting…"

Muncher Lad glared at the doctor before suddenly dashing for the exit. Bender smiled. "That's it, run away. That was all your dad was good for anyway."

However, to Bender's surprise, Muncher Lad didn't run through the door. Instead, he pushed the button next to it, causing it to electronically close and lock. Then, he bit the controls straight off the wall, trapping both of them inside. With that, he spat the twisted metal straight at Bender, who cut it in half with one of his saws.

"Let's go," the young hero said, getting in a battle ready stance.

Grinning his trademark grin, Bender thrusted his saws forward, hoping to slice the young hero. However, the young hero jumped up, causing the blades to strike the floor, sending sparks flying.

Muncher Lad ran forward as soon as his feet hit the ground, hoping to get close enough to his opponent to strike. Bender responded by sending his drills forward. The hero in training responded by ducking and weaving, managing to dodge both weapons. This act of dexterity was rewarded with a electric magnet to the chest. Muncher Lad was sent back into the broken controls.

As the hero tried to regain his senses, he saw Bender heading toward him. "Face it, shorty, you've bitten off more than you can chew!"

Thinking quickly, Muncher Lad retreated back into the hole he had created in the controls earlier. Bender's smile just grew ever bigger at this. "Should have known. When the going gets tough, the wimps run away!"

However, to Bender's surprise, a moment later Muncher Lad burst out of the wall just above the controls, spitting up a mouthful of debris. The flying wreckage struck the evil scientist in the face, sending him stumbling back. By the time he recovered, the boy had retreated back into the wall.

Bender glared at the wall, absolutely ready for the next time the boy dared to emerge. At least, that's what he thought. A few moments later Muncher Lad emerged not at the wall in front of him, but to the side of him. The blast of debris he fired struck the side of the head. Once again, his opponent was gone before he regained his senses.

After another pause, Muncher Lad emerged on the next wall over. This time, Bender was ready. When the hero in training fired his attack, he intercepted with his saws, then fired a blast of electricity from one of his electric magnets. The blast struck its target, severely shocking the gluttonous hero.

As the young hero fell to the floor, Bender cackled evilly. "This is so much fun. It's one of those things you want to freeze frame and live it over and over," he said, aiming his electric magnet.

Fortunately, Muncher Lad managed to gather his strength in time to dodge. He burrowed back into the wall before Bender could shock him again.

The evil doctor still kept his smug smile. "Oh, what's this? Still retreating? I guess you're really as pathetic as your old man."

Muncher Lad, while crawling through the tunnel he had created earlier, scowled at the insult, but then got an idea. "Me pathetic? What about you?"

Bender gritted his teeth. "What?"

"I mean, come on. You call yourself a great villain? The high point of your career was pushing around a hero that was statistically considered the worst ever. I guess you couldn't beat anyone else."

Bender's glare intensified. "Shut up!"

"I mean, really. I bet you wouldn't last ten minutes in a real fight. In fact, your latest plan was just foiled by a bunch of kids who are still in their first year of training!"

"I'm not hearing this!" Bender protested.

"You know, I think you prayed on my dad because you were too much of a loser yourself!"

"SHUT UP!" Bender yelled, charging up his electric magnets and firing them at maximum power. Electricity flew everywhere, filling the room with the deadly current and striking every machine the four walls housed. Seconds later, a great explosion blasted Muncher Lad out of the controls he was hiding in. He tumbled to the floor, twitching and smoking. Giving a cruel smile, the evil doctor stood over him.

"Oh, how I'm going to enjoy this!" he exclaimed, grinning maliciously. He pulled back his foot and kicked the defenseless hero in the gut. Muncher Lad coughed and sputtered as the wind was knocked out of him. He slid across the floor as a result of the force of Bender's attack.

Before he could recover, the hero in training was kicked by Bender again, this time in the face. Muncher Lad went sailing through the floor, coming to a halt by slamming into the broken controls. As he fell to the ground, he noticed something.

Hanging from high up were to wires, debris from the broken machines. The were still sputtering electric sparks, which made them dangerous.

As Bender neared his opponent, he pulled back his leg for another kick. However, before the attack could be executed, Muncher Lad gathered up all the remaining strength he had left to get to his feet and leap into the air. He grabbed the dangling wires in a safe place and pulled them down, causing them to come in contact with the mad doctor.

Bender lit up like a fireworks show. As electricity flowed through him and his backpack, the force became to much. The machine strapped to his back exploded in a hellish blaze. Bender stumbled back and fell to the ground, charred, smoking, and unconscious.

Muncher Lad stood in one spot for a moment, his lungs working overtime to catch his breath. After he finally realized what he had done, he fell over as well, desperately trying to get his strength back up. As he laid there, he saw Bender become enveloped in Crocktopus' magic and disappear.

* * *

Upon being freed from the hypno rays, the first thing Cleft wanted to do was find Bender and fight him. However, just as he set out to do that, Wonder Gal reminded him that they had no idea where he was. When he asked A.J. if there was a way to find him, he simply replied that this time he didn't have a convenient plot device built into his chair. Add to that the fact that the other villains had fled, there was nothing to do but head back to the academy and get further orders from the teachers.

Of course, the instant they arrived they were bombarded by basically the whole staff, all demanding to know if they were okay. Before any questions could be answered, however, they were first allowed to speak to their parents, who had called in and demanded to speak to their children the minute the crisis was over.

This was fine with Wonder Gal. She had questions that her dad could answer.

As soon as she got the phone, she began to ask her question. "Dad…"

However, Mr. Tang immediately cut her off. "Trixie! Are you alright? I saw you on TV…oh, I was so worried about you! Are you hurt? Are you…"

"DAD!" Trixie yelled." I have an important question. Do you know someone named Elizabeth Tang?"

There was silence on the other end of the phone. Finally, Wonder Man spoke. "Where did you here that name?"

"One of the villains we fought mentioned her. Now who is she?"

After another silence, he spoke. "Okay. You do know that the family your mother came from also had the surname Tang, even though she wasn't related to me in any way other than marriage, right?"

"Yes."

"Well, your mother had a sister once. Her name was Elizabeth. However, she failed to manifest powers. When they realized this, they insisted she be exposed to mutagen so she could develop some."

Trixie's eyes grew wide. "What? But that could have killed her!"

"You know that's an acceptable risk if it means becoming a hero. She refused, so the family disowned her." Mr. Tang paused. "Trixie?" he asked when no response came.

Trixie was stunned. It all made since. Elizabeth was disowned. When she gave birth to Aurora, she couldn't handle raising a girl with powers, so she abandoned her, and the villains found her. Her family was responsible for creating a potential threat.

Trixie hung up. She couldn't talk to her dad now. She was so angry with him. The kind of prejudice he had was causing problems. Big ones. It had cost her what could have been a great cousin.

At that moment, she made a vow never to be like her father…ever!

* * *

A few minutes after the calls were complete, one of the teachers brought Muncher Lad in. Apparently the police had barged in just moments after Bender had disappeared. After getting some answers, they had brought him back to the Academy for treatment. Currently, the entire class was walking to the infirmary.

"Well, that was fun," Cleft said. "But hopefully we'll get some quiet now."

"Yeah, right," Wonder Gal said. "In case you haven't noticed, we can barely go a month without nearly getting killed. Heck, we'd still be in the villain's lair from a week ago if A.J. hadn't…"

"Oh my gosh, A.J.!" Muncher Lad suddenly remembered. "He got hit by that bomb!"

The rest of the class suddenly remembered this. "Oh man. Do you think that Veronica got him here in time?" Fatale asked.

"Relax. I'm sure the Chin would have said something if she didn't," Cleft pointed out. "Besides, now that they've saved each other's lives, maybe they'll get along better."

At that moment, they opened the infirmary doors…and found the two heroes in question arguing louder than ever.

"I nearly got myself killed because I had to use all my energy saving you!" A.J. yelled.

"Oh, so I need saving?" Veronica countered.

"You twist around every little thing I say!"

"I do not, you windbag!"

"Who are you calling a windbag, blondie?"

"Or not," Cleft said, exasperated. "Maybe they'll get worse."

"No one asked you to save me, anyway!" Veronica yelled, still not acknowledging the others' presence.

"Maybe I shouldn't have!"

"Why you…if you weren't injured, I'd punch you!"

"Don't let that stop you!"

"Maybe I won't!"

"Bender was right," Muncher Lad commented. "There is something going on between them."

* * *

The mysterious villain held the recovered staff in his grip. "At last, the Staff of Mega Negatude! With this, my conquest is merely a matter of time!"

Crocktopus grinned in approval of this. "Excellent, Master. But what about Cleft? Should we send someone else after him?"

After a pause, the villain spoke. "Yes. We can't waste anymore time. I'm just going to send the Enforcers after him."

Even in the darkness of the room, the villain could see Crocktopus' skin pale. "Master…isn't that overkill?"

"No…I think it's just enough kill! Soon, Cleft will be out of the picture…permanently!"


	24. Targeted: Assassins

A/N: I'm sorry this is late, but I had finals, then vacation time. Anyway, here ya go.

Disclaimer: Fairly Oddparents copyright Butch Hartman, Federator, and Nickelodeon. Superhero trademark DC and Marvel Comics. Rudy Reed and Sammy created by Amras Felagund, used with permission.

* * *

For two weeks after Bender's bomb plot, things were rather quiet. Of course, by now the students had learned that a pause like this was merely the calm before the storm. 

Springtime came, the winter's white blanket giving way to a fresh batch of plants. The birds were singing, the flowers were blooming, and love was in the air.

It made the villains sick. They closed all their windows and returned to planning to conquer the world.

For the class, it meant no more deep snow jogs every morning, so they were happy. Of course, this still did nothing to improve how anxious they were. They were constantly on their toes, waiting for any sign of their mysterious foe.

The teachers were anxious too. For a while, there was talk of shutting the school down and sending them home. However, the Crimson Chin reminded them of a basic rule of combat: "United we stand, divided we fall." He feared splitting the students up would only increase their danger.

So, the school remained open. In order to prepare them faster for what seemed to be an inevitable confrontation, they allowed the class to do something usually not allowed until their fourth year: field work. They were allowed to go and halt minor robberies and such. Speaking of which…

* * *

Not many villains had the audacity to rob Dimmsdale National Bank, but currently eight children were doing so. 

Aurora reached into a deposit box and pulled out a few expensive necklaces, admiring them all. "Gold, jewels, and diamonds. This is way better than the mall."

Meanwhile, Scorch attempted to open another box, but found it locked. Undaunted, he put a red hot finger to the lock, melting it. He then opened it up to see it stuffed with green bills. "Looks like I got some real money to burn!"

Nega-Cleft was right beside him, doing pretty much the same thing. "Spending money, now that's cool!"

"I've hit the jackpot!" Ace declared, emptying a box of money into a bag. Next to her, Stop and Go were doing the same thing. Wendell, meanwhile, was cracking open more deposit boxes with his gadgets.

In the middle of the delinquents was Bull-E, who was attempting to lift a very heavy stack of gold bars. When he realized he wasn't going to move it on his own, he stopped his straining and allowed himself a moment to catch his breath before glaring irritably at his classmates. "Bull-E could use a hand."

"Well, how about a foot?" a new voice asked.

Bull-E turned just in time to receive a kick between the eyes, courtesy of Wonder Gal. The hybrid went tumbling back and eventually landed on his bottom, causing the vault to shake slightly.

The villains in training turned to see their rivals, fully ready to finish the fight they had started during the bomb crisis.

Gary smiled as he pulled out his staff. "Well, Tim-Tim. Glad to see you showed up. I thought this raid was going to get boring." With that, the villains charged forward.

In mere seconds, the bank vault became a battlefield, with every superpowered child going at each other with full force.

Well, almost all of them.

"Well, well, well, what do we have here?" Scorch asked, gazing at his opponent. Fatale blinked. She had been expecting him to do a lot of things, but this wasn't one of them.

Scorch quickly ran over to Fatale and casually leaned on the wall next to her, trying to look cool. "My friends call me Scorch, but you can call me yours," he said, putting on a smug grin.

Underneath her sunglasses, Fatale's eye twitched involuntarily. "In another lifetime, maybe!" she snapped, swinging her claws. Scorch jumped back and shoved out her palm, unleashing a river of fire toward the young girl. Fatale jumped out of the way then leapt forward, claws ready.

Scorch once again sidestepped the attack and summoned more fire from his hands, lobbing fireball after fireball at his opponent. Fatale dodged each attack with grace, eventually getting close enough to slash her flirtatious enemy in the chest.

Scorch stepped back and examined the damage done to his costume. He then looked up at Fatale with a smirk. "Well look at you, a tough cookie and a total babe all in one." With that, he unleashed another stream of fire. Fatale dodged, and then leapt forward, hoping to slash him again. The pyrokinetic villain backed up to avoid the attack.

He ended up right in Go's path, who was dodging a volley of attacks from Sparky. The super fast villain crashed into his teammate, sending them both tumbling across the floor. They skidded to a halt right at Princess' feet.

"I know this is going to sound corny but…chill out!" she said, blasting the pair with a beam of ice. Within seconds, they were frozen to the ground. Seconds later, however, they were free, thanks to Scorch's pyrokinesis.

"Sorry, but I'm just getting warmed up!" Scorch replied, unleashing two fireballs from his palms. Princess summoned a shield of ice, which turned to steam on contact with the fiery attack. She then prepared to shoot a beam of ice, only to be cut off by a lightning quick punch from Go.

Go landed three more punches before Princess was even aware of what was happening. Finally, she managed to hit him in the chest with an icy punch.

Meanwhile, Gary and Cleft were in a staff battle with each other. They had spent the last minute trading strikes. Finally, Gary jumped out of the battle area. He brought his fingers up to his lips and let out a whistle, catching the attention of everyone in the room.

"Fall back," he ordered. "This is more trouble than it's worth!"

Instantly the villains in training pulled themselves out of battle and stood nearby their classmate. "See ya, Tim-Tim. Love to stay, but you're cramping my style!"

Before anyone could do anything, an aurora of blue light engulfed the young villains. When it faded, they were gone.

Cleft clenched his fists and gritted his teeth angrily. "Great, they got away again."

"Yeah, but I don't think they took anything," Muncher Lad observed.

"That's weird," A.J. commented. "They didn't put up much of a fight. Why'd they give up so easily?"

"Knowing our luck, they already accomplished what they came here to do," Cleft muttered. "Come on, let's get back to the dorms. There's not much more we can do here."

* * *

Unfortunately, Cleft was right. 

In a dark room, footage of the fight in the bank vault was being replayed. Crocktopus stood in front of several monitors, pausing the footage of each one at the appropriate times. When he finished, each monitor had a freeze frame of one of the students on it.

Satisfied, Crocktopus turned to three figures engulfed in shadows. "These are your targets," he instructed, motioning to the monitors with one of his tentacles. "The one in red we want dead, but try to bring the rest back alive, especially the clawed one. If you kill her, we will not pay for your services."

"Wait," one of the figures interrupted, "you want them alive?"

"Yes."

"…That's going to cost extra."

* * *

The night following the bank attack, Cleft received a call from his mentor, telling him he wouldn't be teaching the next day due to being called away, something about sighting of the Body of Evil in Florida, all the way across the country. At any rate, that meant a substitute teacher. 

Considering that their last substitute had tried to kill them, he was understandably worried.

The following morning, the students arrived at their classroom only to find a note telling them to report to where they usually began jogging. A quick trip to the teleporters later, they were underneath the Academy.

Waiting for them there was an intimidating figure.

It was a man. He was tall and wide, clearly well built. He had five o'clock shadow around his mouth, which had a tooth missing on the inside. He wore an eye patch over his left eye, the result of some long forgotten battle. He wore a black cap and trench coat with black slacks. But perhaps his most noticeable feature was his left arm. Instead of a hand, there was a silver metal hook, filed off to be sharp.

"Hello. My name is Coach Shallowgrave."

"Cool," Muncher Lad exclaimed. "What's your power?"

"My power is getting you to SHUT UP!" Shallowgrave exclaimed, causing the students to jump back. He then pointed to a box of weights on the ground. "Put your weights on and get running!" The students hurriedly ran to the box and began strapping on their weights.

In no time at all the class was off. Usually they moved rather slowly with such heavy weights, but today they all had extra incentives to run. For some reason, they felt uncomfortable around the substitute.

As the class ran away from him, Shallowgrave lifted his left arm. Instantly the hook retracted and was replaced moments later by a mini laser cannon. He carefully aimed so that Wonder Gal's head was in the aiming scope.

Suddenly, what sounded like a cell phone ringing interrupted him. He retracted the laser, and seconds later a monitor replaced it. On the screen was Crocktopus.

"We found some extra money in the budget. Bring them back alive."

"Uh…right," he said, retracting the monitor. "Well, I guess I better go with plan B," he said, as a spiked glove appeared on his left arm. "…Or maybe plan C," he said, replacing the glove with a glowing sword. "Plan D?" he wondered, once again changing his weapon, this time to what appeared to be a cobra in a small cage.

"Maybe I should let the others handle them."

* * *

After they had finished their laps, Shallowgrave sent them back to the Academy, explaining that he would not be handling classroom duties, much to their surprise, but not necessarily their disappointment. Still, they had new worries about how this new teacher would act. 

The moment they entered the room, however, all worries were gone. Instantly they felt an aurora of happiness that warmed their souls. And the source off the good feelings seemed to come from the woman sitting behind the Chin's desk. She had long red hair and looked very beautiful.

"Hello!" she said in an unnaturally perky voice. "I'm your substitute classroom teacher, Mrs. Sunshine! Please take a seat at your desks where you'll find fresh baked cookies!"

Indeed, on every desk sat hot, gooey chocolate chip cookies, ensuring that the kids got to their seats much faster than usual.

"Now, let me explain how I teach. Every time you get an answer right, I'll give you a magic star as a reward. And just to show you how nice I am, I'll give you your first one free."

As she finished this sentence, she held her palm out in front of her. A moment later, eight golden, shiny stars emerged from her skin. They slowly floated across the room, eventually coming to a stop on the foreheads of each of the children.

The moment the stars touched them, each of the students felt a new wave of happiness wash over them. It was a state of pure bliss. They wanted more. A lot more.

"Now, everyone open their textbooks to page three hundred." The kids obeyed without question, hoping they would be rewarded further.

* * *

Unknown to everyone, Ace and Clefto were watching this scene. 

They were frightened.

Clefto activated the speaker in her collar. A few seconds later, she was on the line with her superior.

"You called during 'All My Biceps,' so this better be important!"

"They called in the Enforcers!" Clefto exclaimed.

Silence. "Are you sure?"

"Doombringer is teaching the class now in her Sunshine alias."

More silence. "We can't put this off anymore. It's time the boy learned the truth about himself. Pull him away from the others as soon as possible. It's time we were more direct in his guidance."

* * *

It was lunchtime. Not that any of the students were eating. 

They were all way too happy.

They were leaning back in their seats, eyes half closed, locked in a state of unquestionable happiness.

They had each received so many gold stars that all they felt was bliss. The magical stars now decorated their uniforms, each still radiating the same good vibes.

In fact, they were so joyful they didn't jump when a loud alarm sounded.

"Looks like we're having a fire drill," said Fatale casually, her smile not leaving her face.

"Yeah," Sparky said, with the same amount of enthusiasm.

Eventually the class rose out of their seats and began walking toward the exit of the cafeteria. However, they found Shallowgrave blocking the way out.

"You should probably move," Cleft said still sounding dazed.

"Oh, but I can't do that," Shallowgrave responded, pushing a button on the side of the door.

Instantly, a new set of alarms went off. As the loud sounds filled the room, metal plates began to slide down every opening. In a matter of seconds, the room was sealed shut.

At this point, the students were starting to feel less blissful. Concern overpowered it. Cleft drew his staff.

"Why'd you put this place on lockdown?" he asked, trying to sound demanding, but the stars' effect was still in place.

Shallowgrave grinned. "Because we can't allow you to leave yet," he said simply.

"Yes, that would be unacceptable," a voice said behind them. The class turned to find Mrs. Sunshine.

Only it wasn't Mrs. Sunshine.

Instead of red hair, her locks had become ghostly white. She was wearing an all black costume with an ominous skull on her chest. She wore a blue headband, belt, and bands around her knees. In one hand she was carrying a large, deadly looking sword.

"Mrs. Sunshine?" Fatale asked, stunned.

"Actually, it's Ms. Doombringer. You can't leave when Crocktopus is expecting you at his Academy."

Instantly, all the bliss the students felt evaporated. In its place, they felt fear. In less than a second, they were all in battle poses.

"Now, now, we can't have you resisting," Doombringer said, waving her hand.

At that moment, the stars changed from gold to black. They stopped radiating good feeling. In fact, it felt like all the strength was sapped out of them. They fell to their knees, moaning in pain.

"The sad part about good things is they eventually go bad," the evil woman quipped.

"Yeah," Shallowgrave added, "now there's nothing stopping us from delivering you to Crocktopus." As he spoke, the one handed man remembered Crocktopus' instructions that they only mentioned him as their employer. The real leader didn't want himself known just yet.

"Yes," Doombringer said, walking over to the fallen heroes. "Except for you," she said, picking Cleft up by the cape and tossing him away from the others. "Crocktopus wants you dead. I don't know why, but a paycheck's a paycheck." With that, she raised her sword, preparing to do what she was hired to do.

At that moment, however, something unusual happened.

Ace and Clefto broke through one of the metal plates that were locking the cafeteria down. The two superpower-possessing canines landed about five feet from Cleft and Doombringer.

"What the…" Cleft began, but was cut off by something even more unusual happening.

Both dogs began morphing. Their front paws became gloved hands, and their hind ones feet, in white boots. They took on a more human shape, with a white hood covering their face before any features could be distinguished. When they were done, they were about Cleft's height.

It shocked both Cleft and Wonder Gal most of all.

"_Those two_," Wonder Gal thought. "_Those were the two that helped us against __Crocktopus a few months ago!_"

Immediately, they both raised the same devices they had used previously. Instantly, all the stars weakening the students flew off their bodies and exploded in a bright light. The class jumped to their feet, ready to battle.

Cleft was included in this, but before he could make a move, he was pulled up into the air by an unseen force.

"Hey, what the…" he let out as he floated over to the two hooded figures.

"We need to have a word with you," the female said.

Then, all three of them were gone in a poof.

There was silence.

Then, in a fit of rage, Shallowgrave morphed his hook into a miniature machine gun and opened fire. The remaining heroes in training dodged as bullets sprayed from the barrel.

"Stop, you idiot!" Doombringer shrieked. "Crocktopus wants them alive."

"Uh…right," Shallowgrave remembered, retracting his gun. He replaced it seconds later with a different one. "If I can't kill them, I'll stun them." With that, he aimed the barrel at Wonder Gal.

A laser shot out. The heroine barely had time to dodge. The shot hit the wall behind her, leaving a scorch mark.

Doombringer, meanwhile, charged forward, sword raised, ready to begin doing what she loved.

* * *

Cleft and the two figures appeared in an unusual place. It was a room where everything was white, the walls, floor, and ceiling. No furniture decorated the room. Cleft was dropped, but he managed to land on his feet. He turned to the two beings that had forced him here. 

"Alright, who are you?"

The two figures responded by removing their hoods.

There was a male and female. The male had green hair in a style similar to Cleft's, with eyes the same shade, permanently locked in a vacant expression. A big, goofy grin was plastered across his face.

The female had pink hair rolled into a swirl in the front. Like her partner, she had matching colored eyes. She wore gold earrings and pink lipstick. Both creatures had a crown floating above their heads.

"I'm Cosmo," the male introduced.

"And I'm Wanda," the other added.

"And we're…" the said together, floating back. Instantly, a stage with spotlights appeared. Accompanying it were giant words spelling out their declaration.

"…YOUR FAIRY GODPARENTS!"

Cleft blinked. This was unusual.


	25. Targeted: Fairly Odd

A/N: Well, here it is. Chapter 25. Yes sir, a lot happening here.

Disclaimer: Fairly Oddparents copyright Butch Hartman, Federator, and Nickelodeon. Superhero trademark DC and Marvel Comics. Rudy Reed and Sammy created by Amras Felagund, used with permission.

* * *

A.J. carefully weighed the options. 

On one hand, they could stay in the cafeteria and attempt to fight off two very powerful foes without the guidance of their leader, who had been taken to some unknown location.

On the other, they could flee through the hole Ace and Clefto had made through the metal plates surrounding the cafeteria and attempt to flee, in which case they would surely be hunted down. If they stayed together, they would all get captured at once. If they split up, they'd be picked off one by one.

Life certainly had a way of throwing very bad situations their way.

Finally, A.J. decided. "Guys, quick, we need to get out of the cafeteria!"

"Who died and made you leader?" Princess snapped.

"Hey, can you think of anything better?"

"I agree with A.J.," Wonder Gal interrupted, bending back to avoid Doombringer's sword. "It probably was a good idea to get out of here."

The cryogenic heroine looked like she was about to object, but was cut off by another laser blast from Shallowgrave. It struck her in the stomach and pushed her back through the hole that Cosmo and Wanda had created.

Giving an amused smile at what had just happened, A.J. gathered all his energy and summoned the biggest psychic shield he could muster. It grew big enough to separate two sides of the cafeteria, his friends on one side, Doombringer and Shallowgrave on the other.

As the two assassins began pounding on the shield, the boy genius strained to keep the barrier up. "Okay, everyone out!"

Unlike Princess, the rest of the class agreed without hesitation. In less than ten seconds they were all out except for Wonder Gal and A.J. The heroine grabbed her classmate's chair and pulled him toward the exit, allowing him to devote all his energy to keeping the wall up.

The pair leapt through the hole just as the shield finally disappeared. As such the class didn't have much of a chance to rest before the two villains burst through the wall of their own accord. Immediately Shallowgrave let loose a barrage of laser blasts, which lit up the entire room.

Princess quickly summoned a wall of ice, which shattered mere seconds later. As shards of frozen water flew everywhere, the young heroine fell back, landing near Sonic's feet.

The young boy responded by flying into the air and unleashing a powerful sonic scream. The attack struck Shallowgrave in the chest, knocking him off his feet and sending him into the metal plating that still coated the cafeteria.

Meanwhile, Doombringer continued to demonstrate her impressive sword fighting skills. She brought her blade down on Fatale's head, but it was blocked by a set of claws. Undaunted, the swordswoman swung again, only to be stopped once more.

At that point, the evil substitute noticed Wonder Gal was running toward her ready to punch. Quickly, she stuck out her palm, shooting three black stars. The raven-haired girl jumped to avoid the attack, still coming toward her target with a flying kick. The villainess blocked another set of claws, then swung her sword to knock her other opponent out of the air. The super strong heroine went tumbling across the floor before striking the wall. It was out of good fortune that the broad side of the sword had struck her.

Doombringer smiled confidently at her temporary victory. However, she didn't have much of a chance to celebrate it, as she was immediately hit by a bolt of Sparky's lightning. The treacherous teacher fell to the floor from being caught off guard.

At that point, A.J. finally began to re-gather his wits, his brain pounding from keeping the shield up. He looked around. The doors had been sealed off, obviously by their two enemies. That left just one way out.

"Everyone, quick! To the teleporters!" he ordered.

This time there was no objection. The seven heroes in training began to dash down the hallways while their two opponents were stunned. However, luck was not on their side. In mere seconds both opponents were on their feet and following their targets.

Actually, the heroes did have some luck, as they managed to reach the teleporter before their enemies caught up with them. The moment they were all inside, A.J. sealed the door, resulting in the two assassins pounding on the steel barrier.

"That's not going to hold them for long," the boy genius commented.

"Then let's get out of here," Princess snapped, running to the teleporter.

"Hold on, they may have done something to it. Let me check it first."

"Why should we do what you say?"

"Just let him do it," Wonder Gal interrupted. "He may be right."

The tow headed heroine huffed, and the boy genius quickly checked the readings. "It still works. Now let's use it before…"

A.J. was cut off by the door suddenly blowing open, courtesy of one of Shallowgrave's weapons. The force of the explosion sent the entire class back. The boy genius and Princess landed inside the teleporter.

Muncher Lad landed on the controls, turning the machine on.

The teleporter hummed to life, and seconds later their was a flash of white light.

When it dimmed, the two students had disappeared.

A split second later, the teleporter was hit with a barrage of bullets, courtesy of Shallowgrave's machine gun arm, rendering it unusable.

Now, there was only the five of them, cornered in a small room, against two very powerful foes.

They were beginning to think it was a mistake to let A.J. lead.

* * *

Cleft blinked. The creatures were still there. 

He blinked a second time. They were still there.

He had to blink five more times before his brain began to accept it. The Crimson Chin had always told him that in their line of work, nothing was impossible, but this was too much. Fairies? He must have hit his head or something.

"My fairy godparents?" he repeated the creatures, still in disbelief.

"That's right, Timmy," the pink haired one (Wanda, was it?) commented, "What do you think?"

"I think I need to get back to my team," the boy chin wonder answered as he turned around and began running. However, before he could get anywhere, a traffic gate appeared in front of him in a poof, blocking his path.

"Hold it, tiger, we have a lot to talk about."

"I don't care," the hero snapped, "my friends are in trouble. What's so important that we have to talk about it now?"

"Your powers."

That got his attention. "My powers?"

"Yes. The same ones that manifested themselves during your fights with Crocktopus and the Baby Shredder."

Okay, now he was interested. "What can you tell me about them?"

"Well, there's good news and bad news."

At that point, Cosmo interrupted. "The good news is that having these powers dooms you to facing the most powerful evil ever conceived by any living creature."

Silence. "That's good news?"

"Oh, wait, that's the bad news."

"Then what's the good news?"

"I found a nickel!" the fairy exclaimed happily, pulling a coin out of his pocket.

"The good news," Wanda said, annoyed, "is that we've been sent to help you get these powers under control."

"Well, what's the deal with them?"

"Alright, it's a long story, so listen carefully.

"We fairies have been hiding from humans for centuries. We do this because we want your race to find the path to peaceful coexistence on your own. We only step in and guide in the right direction when we absolutely must.

"We also keep an eye on particularly powerful heroes and villains. You see, there is a prophecy that a very powerful evil will arise, and that a young hero with a higher power will stand to oppose him.

"Logically, we thought this higher power must mean our advanced magic, so we kept an eye out for the human who would posses it. Finally, one did: you."

Cleft blinked. "Me? How? According to every read out, I have no powers."

"We fairies are to blame for that. You see we needed you to not rely strictly on your powers, as they will only carry you so far. When your parents gave birth to you, you had both of their powers combined, so much that it catapulted you straight into magical levels. So, we repressed your powers. Without them, you were forced to learn to think on your feet and react quickly. Having to work harder than everyone had made you strong, and that's what we need."

Timmy blinked as he took all this in. He was often ridiculed by heroes outside his class for not having powers and it turns out he was probably more powerful than any of them were. After a minute of silence, he spoke.

"So, what is this powerful evil?"

"Truthfully, we're not sure. That's why we need to begin your training."

"Fine, but first I have to go help my friends."

"Don't worry about them, we have more fairies watching them. They'll make sure nothing happens. Right now, we need to have a word with our superior."

"Well…alright."

"Hey!" Cosmo exclaimed, suddenly flying in front of Cleft and glaring at him. "Why are you talking to her so much? Are you hitting on my wife?"

"No, of course not!"

Now Wanda was mad. "Oh, what, I'm not pretty enough for you?"

A sweat drop ran down Timmy's head. He had a feeling he was better off with those two psychotic assassins.

* * *

If Wonder Gal could say one good thing about her father, it was that he was very experienced at fighting. One thing he had always told her was, "You'd be amazed what you can accomplish when you're staring death in the face." 

Indeed, she was. Because when Shallowgrave unleashed a barrage of lasers at her, she blocked every single one with her armbands with speed she wasn't aware she had. Smiling at her accomplishment, the heroine stood confidently in front of her four classmates, who were also in ready positions.

"Ha! You're going to have to do better than that."

The cyborg smiled. "With pleasure." With that, his hand morphed into a gun with a bigger opening. It fired, it's projectile flying past the class and into the wall behind them.

"Ha! You missed!"

"Did I?"

Suddenly, the class realized that a beeping sound was filling the room. They turned to see the bullet was still in the wall. It was a small orb with a flashing light on top.

_Beep…beep…beep…beep…beeeeeeep!_

"Oh n-"

Wonder Gal never finished, because at that point the orb exploded, sending every inhabitant of the room rocketing forward with the exception of Shallowgrave and Doombringer, who remained firmly planted in position. As the kids came flying near them, they reached out their arms. Doombringer caught Fatale and Shallowgrave caught Sparky, while their classmates crashed out into the hallway.

Doombringer smiled. "Finally, I got…" she was caught off when her captive, who was not as stunned as she appeared, sank her claws into her ribs. The beautiful assassin shrieked in pain and dropped her victim, clutching her side in pain. Sparky, also more battle ready than he appeared, sent a bolt through Shallowgrave's body, causing him to yell in pain and causing his robotic arm to flail around wildly.

As both students hit the floor, they ran to join their teammates, who were also recovering. The two villains, also recovered, lunged at them. The class quickly split into two groups, with Wonder Gal, Fatale, and Muncher Lad running down the hallway in one direction and Sparky and Sonic dashing down the other way. Quickly and professionally the two assassins split up, the female half chasing the first group and the male half taking the second.

As Wonder Gal and her classmates dashed down the hallway, she realized something. "Hey, aren't there rooms in the Academy that are supposed to be safe houses if a villain enters?"

"Yeah," Fatale answered. "In fact, we're coming up on one right now," she said as she pointed to an open steel door.

"Wow, these things seem to conveniently pop up for us," Muncher Lad noted.

No more words were exchanged between the three. Instead, they ran inside and closed the door just as Doombringer brought her sword down. The blade bounced off the metal, causing a light scratch but no serious damage.

Meanwhile, Sonic and Sparky managed to get into another room, leaving Shallowgrave to shoot the door fruitlessly.

* * *

"Some leader you turned out to be," Veronica muttered dryly as she came out of her dorm, back in civilian clothes. 

"Hey, I did my best, okay?" A.J. defended. "Right now we have to find the teachers and tell them what's going on."

"Whatever, I just don't see why we needed to get out of uniform."

"Because we don't want to draw attention to ourselves when we're outside. Who knows what other villains are out to get us.

"Um, hello?" a new voice cut through the air.

The two heroes froze. "Who is it?" A.J. asked.

"It's coming from the front," his teammate replied as she ran in that direction. When she reached her destination, she let out a high pitched squeal. When he caught up, he saw why.

There, standing in the dormitory's front lobby, was a woman the two students had never met in person, but had deifintely heard of before. She looked to be in her early twenties, with long blonde hair that ended past her waist. She was wearing a white belly shirt that was sleeveless on the right arm but long sleeved on the left with matching pants and white boots.

"Hi! I'm pop diva Britney Britney. I was just driving down the street when my car ran out of gas. Can I use your phone?"

A.J. blinked. "Well…

"Oh my gosh! Britney Britney!" Veronica squealed loud enough that her classmate was sure she would have shattered every window in the building had they not been built to withstand gunfire. "I'm your biggest fan! Come in, we have a phone in our dorm!" With that, she started dragging the singer by the hand to her dorm. After another moment's shock, the boy genius began to follow.

"Uh, Veronica," he whispered, "maybe we should be concentrating on finding a way to help our friends."

"Oh, come on, what could go wrong in a few minutes?"

"Everything! It took Gary only a few seconds to kidnap us!"

"Yeah, well, don't worry so much," she muttered as the entered the dorm. She then spoke out loud. "Well, here we are! There's a phone in the corner."

"Oh, what an adorable room!" the singer gushed. "Does anyone else live here?"

"Yeah, but they're not here. In fact, we may be the only ones in the building."

"Good," the pop diva said as she closed the door. "No witnesses."

Before either child present could ask what that meant, something happened. Metal suddenly sprang from her back and began encasing her body until she was wearing a metal version of her regular outfit, complete with a metal mask over her eyes and a sinister looking cannon on her right wrist.

"Now you're going to be cut down by The Platinum Princess!" With that she fired three discs out of her cannon.

Veronica, being smarter than A.J. gave her credit for, summoned a wall of ice to protect her. Sadly, it proved to be ineffective, as the discs cut through the barrier like a hot knife through butter. The three projectiles flew passed the blonde and embedded themselves in the wall behind her.

A.J. immediately fired a mind blast at his enemy, which she dodged and countered with three more discs. However, the short scientist was no longer where she was aiming. He had already grabbed his classmate's arm and began pulling her toward a seemingly normal wall.

Like the Academy, the dorms were built with safe rooms students could hide in if an intruder got in. The genius hero pressed a button, causing a hidden door to open up. Quickly the two heroes in training ran into the hidden room, closing the door just in time to block three more discs.

Angrily, the Platinum Princess continued firing razor sharp discs at the door in an effort to rip it apart.

* * *

After he was teleported into a new room, Cleft blinked in surprise at the sight of the fairies' leader. 

Due to Cosmo and Wanda's short stature, he wasn't expecting the leader to be very tall. Boy, was he wrong.

This fairy was huge, big enough to even tower over the Chin with a jaw to match. He had white hair cut in a military haircut. In fact, military pretty much explained his whole appearance. He wore a green sleeveless muscle suit with camouflage pants and black combat boots. Like the fairies the boy chin wonder had already met, a crown floated above his head. He was extremely muscular, so much so he looked to be a match for Sargent Strength or Wonder Man. Instead of a wand, he carried a staff taller than he was, with a huge yellow star on its tip.

"So, this is the puny human who is supposed to save the universe? Well, I guess beggars can't be choosers," he spoke in a booming Austrian accent.

"Hey, what's that supposed to mean?" the boy snapped.

"Never mind. I an Jorgen Von Strangle, commander-in-chief of Fairy World."

"Wow, real creative name for your home," he muttered sarcastically.

"Quite, puny mortal boy! You were not brought here to make stupid jokes, you were brought here to unlock your powers! We need you to learn to use them quickly."

"If you need me to learn to use them, why did you repress them in the first place?"

To Cleft's surprise, the massive fairy didn't snap at him. In fact, he seemed to expect the question. "Having so much power at such a young age would have been overwhelming. You might not have been able to control it. It needed to be repressed. Add to that the fact that not having power taught you to use your brains, wits, and reflexes. It honed your skills and taught you discipline. You needed that to unlock your full potential."

"I see your point. So, when do I begin this training?"

"Tomorrow. The only reason you're here today is to lift the repression on your powers. Cosmo, Wanda, the spell!"

With that, all three fairies lifted their wands (or, in Jorgen's case, staff) in the air. All three stars began glowing. Moments later, they shot three golden beams in the air. The three projectiles arced in the air, coming down on the boy chin wonder.

It took every bit of Cleft's restraint not to leap out of the way. He was ignoring four years of training that taught him to jump out of the way whenever beams of energy were heading for you. Nevertheless, he stood there until the blasts hit him.

Instantly he was filled with a burning sensation. It burned, but it wasn't so painful that he screamed in agony. It wasn't long before a tingling sensation began moving through his body. His mind began numbing, and before long he couldn't think straight.

Then, it was over. Cleft looked down at his body. It didn't look any different. He didn't feel any different either.

"I feel exactly the same," Cleft complained.

"Of course, tiny Timmy Turner, your powers haven't sprung up just yet. We've removed their restraints, but they still need a while to spring up."

"Fine. Can I go help my friends now?"

"NO! First I want you to get a physical from our doctor. We need to make sure your body can take the power that's been hidden after being repressed."

"Then can I go help my friends?"

"Yes! Now go!"

* * *

Wonder Gal, Femme Fatale, and Matter Muncher Lad all sat in the dark room, wondering what to do now. 

"She's been quiet for a while," Muncher Lad noted.

Trixie just sighed. "I wish Timmy was here."

"You would," the other heroine spat.

"Okay, that's it, what is your problem? Ever since our first fight with Gary you've barely said a word to me. What's wrong with you?"

"What wrong? What's wrong is that you've been sneaking off to have make out sessions with Timmy!"

Wonder Gal froze, her face whitening at the accusation. Muncher Lad, meanwhile, looked shocked and somewhat amused.

"Wh-what did you say?" the super strong heroine asked.

"You heard me! I saw you kissing Timmy in the hallway!"

"Way to go, Cleft!" Chester commented.

Both girls glared at him.

"Sorry."

They returned their glares to each other.

"You knew I liked him!" Fatale accused.

"Yeah, but I like him too and you never made a move on him!"

"I was planning to!"

"Uh, girls?" Chester tried to cut in.

"Yeah, well, planning doesn't get you very far."

"You only care about yourself!"

"No, that's part of the reason I waited, to let you make a move! But you didn't so I stopped waiting!"

"Girls…" Muncher Lad tried again.

"You didn't wait long enough!"

"I did! I put serious thought into dating him! Do you know what I'm risking? If my dad found out…"

"GIRLS!"

"WHAT?" they both yelled, turning their attention to their classmate.

They immediately noticed he had a frightened expression on his face, and he was pointing towards the door.

They turned to the door, and all their anger melted into fear.

The door was open, and Doombringer was standing there.

"I slashed at the door a while before I realized I'd have to pick the lock. It took a while, but I got it open. So now, we're going to finish this!"

* * *

Sonic and Sparky sat in their own safe place, listening to Shallowgrave pound on the door. Sadly, there was nothing to do but think. 

"How come, on Gilligan's Island, the Professor could build a radio out of coconuts, but couldn't fix a hole in a boat?" Sparky asked.

"Perhaps a better question would be if he could not fix a boat, how could he build a rocket?"

"…What?"

"There was a cartoon called Gilligan's Planet where the Professor built a rocket and got them trapped on another planet."

"…You're making that up."

"No, I mean it! It was on in the eighties."

"That's just dumb! Who on Earth would believe that? A show that stupid couldn't possibly exist."

(A/N: I swear, this show does exist. It belongs to Filmation, although I wouldn't be boasting about it if I were them.)

"I'll bet you twenty bucks it doesn't exist."

"It is a deal!"

At that point, the door finally gave way to the constant beating it was given. It flew open, allowing Shallowgrave to walk in.

"Well, look what I found," he said, leveling his gun.

* * *

As Veronica paced back and forth, A.J. watched her wearily. 

"Could you sit down or change your pattern or something? You're making me queasy."

"Well, you're just sitting there. You should be thinking up a plan."

"I have a plan. We wait, the teachers save us."

"How will they know where to find us?"

"Veronica, this is our dormitory, odds our they'll come here."

"Well what if they don't? I'm just supposed to waste away here with you? No thanks," she spat as she headed for the door.

"What are you doing?"

"I'm gonna see if she's gone."

"Brilliant plan. What if she's not?"

"Well it's better than sitting here! You want to just wait until someone else comes? Man, I forgot I was stuck here with a loser!"

"Yeah, well I haven't forgotten that I'm stuck with the idiot who let Ms. Psychopath in here in the first place!"

"She looked normal!"

"Oh, what, was she supposed to have an arrow with the word villainess over her head? All it took was the prospect of an autograph and you lapped it up like a big dumb dog!"

"You know what? I'm going. I'd rather be cut into confetti than look at your face."

"Go, I'm not stopping you."

"I bet you won't. I bet you would let a girl go off to her doom."

"Not just any girl, you're special."

"I can't believe I'm spending what could be my last moments on Earth with you!"

"I hope these last moments, five more minutes with you and I'm gonna…"

"You're gonna what? Loser!"

"Moron!"

"I hate you!"

"I hate you!"

The two were silent for a moment, glaring at each other with intense hatred.

Then, suddenly, they grabbed each other and pulled each other close. Before either of them knew it, they were kissing.

They continued kissing for about seven seconds before they broke apart and looked at each other in shot at what they had done.

"We so need to get out of here," A.J. concluded.

"Uh-huh." Veronica agreed.

At that point, Platinum Princess finally managed to get through the door. As the barrier fell off its hinges, she calmly stepped into the room.

"Hello, fans! It's time to rock!"

* * *

A/N: BTW, if A.J. and Veronica's first kiss looks familiar, it's because it was Xander and Cordelia's first on Buffy: The Vampire Slayer. 


	26. Targeted: Hit and Miss

A/N: Chapter 26. Big milestone here. What is it? I'll tell you at the end.

Disclaimer: Fairly Oddparents copyright Butch Hartman, Federator, and Nickelodeon. Superhero trademark DC and Marvel Comics. Rudy Reed and Sammy created by Amras Felagund, used with permission.

* * *

Fatale had a strong feeling that Doombringer was an expert swordswoman. Which is why she was surprised that, when she swung her sword, her claws blocked the attack a split second before it would have sliced her stomach. 

She was even more amazed that she blocked the next three attacks, which came at her at such rapid speed that she had barely seen them coming. The assassin was fast, and the heroine couldn't keep up much longer.

Fortunately, she didn't have to. At that moment her former best friend leapt up and threw a punch at Doombringer's cheek from the villainess' side. However, the attack was dodged when the white haired woman bent over backwards, causing the attack to pass over her. She then performed a very impressive twirl and kicked Wonder Gal in the side of the head.

The attack hit so hard and unexpected that the heroine's super strength meant nothing. She was knocked back and across the floor. Doombringer never stopped. As soon as her previous kick was finished she let loose another one to Fatale's head. The girl went tumbling back as well.

Doombringer was satisfied until she realized something; the male hero was nowhere to be found. The same moment this revelation came, the floor beneath her gave way.

When the hit woman had first entered the room, Muncher Lad dove into the floor. This was not to run away, as it might have appeared, but to chew the ground around his enemy so it would collapse.

While the execution was successful, the plan still failed. Doombringer's quick reflexes enabled her to leap to safety as the remains of the floor went crashing into the room below.

Undaunted, Muncher Lad rose from the floor and fired all the debris he had stored in his cheeks. There was quite a bit, but the female killer was able to block them all by taking her sword and twirling it in a circle in front of her. The rotating weapon acted as a shield, swatting the makeshift projectiles away.

However, she didn't take something into account: the length of the attack. The gluttonous hero's attack lasted a full ten seconds, keeping her distracted long enough to allow Wonder Gal to deliver a flying kick to the side of her head.

Doombringer went sliding across the room, keeping a grip on her swords. When she finally stopped, she regained her senses and got to her feet in time to see the super strong heroine attempting another flying kick. The villainess responded by grabbing the ankle of her attacker's leg. But, rather than trying to stop it directly (which would have been infinitely foolish), she instead turned with the kick, allowing Wonder Gal's own momentum to send her into the wall.

If Doombringer had her way, the girl would have had a sword through the arm before she slid down the wall to the ground. However, Fatale, who got between the two just in time to stop the weapon in question, stopped said action. She then pushed the blade aside and attempted to slam her other set of claws into the woman's gut.

However, a rather unexpected action occurred on behalf of the older woman. She brought her foot straight up and kicked the heroine in training squarely in the gut. Fatale went flying nearly straight up, and probably would have been cut in midair if not for Muncher Lad interfering by attempting to bite the older warrior's leg.

The key word there was "attempting." Sadly, Doombringer had seen the child flying toward her and responded by kicking him out of the air, sending him crashing to the ground at the same time as his classmate.

The highly skilled woman was pleased with this victory, but any celebration was stopped by Wonder Gal, who ran in and punched at her. Doombringer blocked with the blunt side of her sword. Surprisingly, the weapon held, and Trixie began to think it was made of the same metal as Cleft's staff. The heroine followed this up with two more strikes, which were blocked as well.

Then, in a move that happened so quickly that Wonder Gal never saw it coming, Doombringer swung her sword and struck her with the blunt end of it. The heroine was immediately dazed and began to fall to the ground, but her enemy held her up by grabbing her long hair. She then swung her around and tossed her into the hole Muncher Lad had made earlier, sending her tumbling to the floor below.

Almost immediately after this happened, Doombringer had to block Fatale's claws again with her sword. The smaller heroine had seen what had happened and, despite her dislike for her classmate, tried to stop it. Unfortunately, not only was she too late, but she didn't even get the satisfaction of sinking her claws into flesh.

Giving a sinister smile, Doombringer twisted her sword, causing it to lock with her opponent's claws. Caught off guard by this tactic, Fatale couldn't stop Doombringer from raising her sword, lifting the young heroine with her. She than gave the sword a flick, tossing its captive off and down the same hole her teammate had made previously.

All that left was Muncher Lad, who had just recovered from the deadly woman's attack. Before he could do anything, Doombringer grabbed him by the cape and lifted him into the air.

"Well, since you like making holes so much, I'm going to send you down one."

With that, she tossed the hooded hero into his own hole, sending him to the floor below. Giving a satisfied smile, Doombringer leapt gracefully down as well.

* * *

Shallowgrave loved his job, but only when he got to do it his way. Meaning, when he was taking no prisoners. 

But, Crocktopus had ordered seven of the eight heroes to be brought in alive, so the cyborg reluctantly brought out his laser cannon, which, depending on the setting, could either stun or kill an opponent. He reluctantly set it to stun before unleashing a barrage of laser fire at the two heroes before him.

As red beams of concentrated light ricocheted around the room, Sonic and Sparky dove for cover, the former hiding behind a chair placed in the room, the latter diving behind a desk.

Shallowgrave, undaunted, fired a more concentrated laser, turning Sonic's cover to ash. As soon as the remains of the chair hit the ground, the shrill boy let loose one of his trademark sonic screams. While it pushed its victim back, he still managed to keep his footing. Still, the hero in training couldn't help but notice some sparks flying from the villain's shoulder.

As the sound waves ceased, the mechanical menace fired another laser, which was dodged. He was about to try again, but soon realized he had to put up a shield to block another attack, this one from Sparky. So, he activated the defense from somewhere deep within the wires and metal that had replaced his arm (and, unbeknownst to the class, a good deal of his torso). The shield was expertly built, only light and air could get in, and any lasers would just be absorbed by the shield's energy.

While he was smug about his successful save, Shallowgrave realized he had made an error in choosing these two as his targets. While his outer armor had been built to resist electric surges, all it would take was one hit in the right place from Sparky to fry his circuits.

Deciding, then, that he needed the electric hero out of the picture first, he retracted his laser cannon and brought out a net gun. He fired a shot, sending the restraining device toward his biggest concern. Sparky managed to dodge, but the metallic man just fired another one straight at him, followed by a third shot when the second missed its mark.

Sonic, who was watching this, decided that Shallowgrave was too distracted to notice him trying to attack. So, he inhaled and prepared to unleash the most powerful scream he could muster.

However, Sonic turned out to be wrong. Shallowgrave, who did not get where he was by being easily distracted, noticed the attack. With lightning speed he switched his weapon to a new gun and fired.

The projectile turned out to be a very sticky substance, which snapped around the dark skinned hero's mouth, sealing his lips shut. The boy couldn't open his mouth to talk much less attack. He brought his hands to the restraint and attempted to remove it by tugging fiercely.

Satisfied, Shallowgrave brought his sights back on Sparky, bringing up his shield to block another bolt. He immediately lowered it and began firing his nets again, hoping to catch the elusive hero. However, the walking power plant dodged every shot with surprising grace.

Finally, Shallowgrave's net gun only gave a click when he fired it. He was out of ammo. Growing frustrated, he brought out the same gun he had used on Sonic out and began firing the sticky bands at his second opponent. Sparky continued to dodge while trying to hit his antagonist with bolts of electricity, but to no avail. The cyborg was just as good at dodging, if not more so.

Finally, to Sparky's horror, a band did manage to snap around his ankles, causing him to lose his balance. Before he hit the ground, a second band snapped around his torso, locking his arms next to him. Sparky now lay on the ground, helpless. Giving a cruel smile, Shallowgrave brought out his laser cannon, aiming it at the fallen hero.

By this time, Sonic had finally managed to get the sticky gag off his mouth. He saw his teammate in trouble, but before he rushed in he realized something.

Earlier, when he let loose his sonic scream, Shallowgrave's mechanical parts began to spark. If he remembered A.J.'s constant scientific rants correctly, that was because sonic vibrations could interfere with machines. Knowing this, he took a deep breath.

When he unleashed his scream this time, it was at a much higher pitch than before. At such a high pitch, in fact, that Shallowgrave's bionic limb began swinging wildly sparks flying out of his joints.

"Hey, what the?" Shallowgrave began as he realized what was happening. "Stop! No!"

By this time, Sparky had wiggled one of his arms free. Seeing his opponent's situation, he pointed his arm toward the cyborg and let loose a bolt of lightning.

The attack hit Shallowgrave's gun dead on, which meant it began frying his inner circuts. The electricity surged through the mechanical limb, Shallowgrave's panic escalated. "No! No! No!"

At that point, the limb exploded, leaving smoke and metal shards in its place. Shallowgrave was singed, but not too badly. Still, he was now defenseless, but he was too angry to care.

"You…little…" he began, but was cut off when Sparky struck him with another bolt, this one striking him in the chest. Shallowgrave fell to the ground, unconscious.

After watching this scene, Sparky asked the obvious question. "Now what?"

"We must go help the others! They might be cornered too!"

"Alright, let's go.'

* * *

As three incredibly sharp discs whizzed passed his head, A.J. instantly dodged to the side and fired a mind blast. Unfortunately, Platinum proved not to be as dumb as the blonde hair might lead you to believe. Out of her other arm came a metal shield, which she used to block the attack. She then fired three more discs. 

This time, A.J. blocked with a psychic shield, but he immediately wished he hadn't. While the defense was successful, the attack was so powerful that the boy genius immediately felt the strain. As the third projectile shattered on contact with the mind energy, the shield disappeared, and the hero's chair fell to the floor with him breathing heavily.

Platinum's first instinct was to take advantage of her target in his weakened state. However, before she could do anything, Princess unleashed a beam of ice directly at the blonde assassin's face. She avoided the attack with an expert dodge, the beam hitting the wall behind her and icing it over.

Smiling, Platinum shot another razor sharp disk, which managed to cut into the cryokinetic heroine's upper arm. Veronica screamed in pain as she grabbed her arm, feeling some blood begin to fall out.

"Ice Princess? Please, I'm the only princess around here, and it's time you learned respect for royalty!" With that, Platinum lifted her cannon and fired again.

Fortunately, Princess was able to roll out of the way. As soon as she was right side up, she fired another beam of ice. Platinum dodged, then fired more of her weapons. The heroine in training stopped them this time by firing icicles, which intercepted the projectiles in the air, shattering them.

By this time, A.J. had recovered. Seeing his classmate in trouble, he fired another beam of psychic energy.

However, like her associates, Platinum was not easily distracted. She blocked the attack with her shield, then launched two discs at the chair bound hero. A.J. destroyed one with a mind blast and dodged the other.

Princess fired another beam of ice, while A.J. fired a mind blast. Unable to block both attacks, Platinum opted instead to leap above them, allowing them to hit the walls harmlessly. As she flipped through the air, the two heroes attempted more attacks, hoping to strike the would-be captor.

Unfortunately, all attempts failed, Platinum hit the floor unscathed. She then whipped around and began to rapid fire her discs at incredible speeds. Both Princess and A.J. dove for cover was the projectiles struck the wall, embedding themselves.

Wondering how it was that Platinum hadn't run out of ammo yet, A.J. dared to jump up and deliver a mind blast. The attack was dodged like all the others, but the young genius didn't stop. He continued to unleash more psychic blasts, each of them dodged; each of them sapping a little more of his strength.

Apparently, Platinum noticed this. "What's wrong, baby pop, getting tired?" she taunted, firing another disc.

A.J. dodged and tried to ignore the comment, but the truth was he really was starting to get tired. He used up a lot of energy putting shields up, and even more in combat. He wasn't sure how much longer he could last.

Trying to ignore the strain in his brain, A.J. fired another mind blast. It was noticeably less focused, and Platinum dodged easily. Then, she fired another disc. This one came whizzing straight toward the hero in training's head.

A split second before Platinum fired, Princess decided to try a new strategy. She lifted both hand and began sending a flurry of snow into the room, creating a miniature blizzard like she had in her first training fight against Muncher Lad.

A.J., seeing Platinum's projectile coming, quickly brought up a psychic shield to block. This turned out to be an infinitely bad move. The disc that struck the shield also shattered it, and put the final strain on the hero's brain. He blacked out and fell to the floor, his chair creating a crack in the tiles below him.

The good news is, by this point, Princess' blizzard had filled the room, so Platinum couldn't see where the young professor had landed.

It also meant she couldn't see the ice beam heading toward her.

The attack struck Platinum directly in the stomach, and began freezing her entire body. Princess poured everything she had into the attack, and soon the assassin was frozen from head to toe in solid ice. Unlike Bull-E, Platinum didn't have the strength to break out before she blacked out.

Immediately following her victory, Princess rushed over to A.J., still unconscious from his battle. "A.J.! Are you okay? Speak to me! A.J.!"

* * *

Cleft sat impatiently in the fairy doctor's office, waiting for his test results to come; finally, Cosmo and Wanda poofed in, along with a third fairy. This one wore the stereotypical white doctor coat and stethoscope. He had messy black hair under his crown, along with black framed glasses. 

"Well," the doctor sighed, "the test results are in, and it's just as I-"

"Dr. Rip Studwell," Wanda interjected.

"…thought. I have good new and bad news. The good new is your powers are meshing with your body fine. There should be no side effects."

"And, as added good news, I've named my nickel Philip!" Cosmo exclaimed, holding up the said monetary item.

"What's the bad news?" Cleft asked, still wary.

"It's a girl nickel!" Cosmo exclaimed with a gleeful expression.

"The bad news," Studwell interrupted, "is that your powers are coming forth very slowly. They might not be ready in time to battle whatever this evil is."

"What?" Cleft asked, alarmed. "What am I supposed to do if I'm not ready?"

"Give it your all and hope you don't die." Studwell answered simply.

The boy chin wonder groaned. "Somehow, that's not very reassuring."

"He never is," Wanda mumbled.

"Whatever, can I go help my friends now?"

"I suppose. We don't need anything else from you today. I'll teleport you back to the Academy. Only one assassin is left, and she's fighting your girlfriend and two of your other classmates."

"Great, so poof me there!"

"Just one thing: you can't tell anybody what you saw here today."

"…What?"

"You heard me. Not the Crimson Chin, not your girlfriend, no one."

"Why?"

"Our race is to stay secret for now. We will reveal ourselves to your classmates in due time. In the meantime, keep quiet."

"…Fine. Now will you please poof me back?"

"Sure. Remember what we talked about," she said, lifting her wand. Mere moments later, Cleft disappeared in a puff of pink smoke.

* * *

When Wonder Gal, Femme Fatale, Matter Muncher Lad, and Ms. Doombringer fell through the hole that the hungry hero had made, it led them down into a part of the school the students had never been before. Namely, it was this room that all the technology used to keep the school floating in midair was located, the high tech generators working around the clock. 

But Muncher Lad didn't notice this as he hit the floor back first.

What he did notice, however, was Doombringer dropping toward him, sword ready. Needless to say, he rolled out of the way as fast as he could. The white haired assassin landed on the floor, her sword finding nothing but air.

As soon as she landed, she was assaulted on both sides by Fatale and Wonder Gal, who began a flurry of claws and punches. Doombringer, with her superior skills, went into a series of dodges and blocks, each of them successful.

However, inevitably, she failed. Fatale's claws sliced into her ribs, exactly where she had cut her before. The villainess screamed in pain and stumbled back, clutching her side. Wonder Gal delivered a punch to the cheek, sending her toppling back further and into one of the power generators.

While their opponent was still dazed, the two heroines rushed in with more attacks. Unfortunately for them, Doombringer recovered…and she was angry.

With unexpected speed, she swung her sword, hitting Wonder Gal with the broad side of it. The super strong heroine was knocked to the side. Doombringer then swung her weapon again, this time allowing it to catch on to Fatale's claws.

Then, she did something unexpected. She used her free hand to punch the young heroine in the face. It was a weak attack, but it served its purpose as a distraction. Fatale let down her guard and stepped back, allowing Doombringer to swing her sword right at her torso.

That probably would have been it if not for something completely unexpected happening. Namely, a gray staff was blocking the sword in mid swing. Doombringer looked up in time to see Cleft's steel-toed boot make contact with her face.

"Cleft!" Wonder Gal said as Doombringer stumbled into the generator, hitting its metal casing.

"You're back!" Fatale exclaimed happily.

"Yeah, but let's save the celebrations for later," the masked hero said as he turned his attention back on the recovering assassin.

It was at that point that Muncher Lad finally acted. He had spent several seconds chewing through the floor, gathering up enough ammo to damage his opponent. He let loose his rapid-fire attack, hoping it would strike his opponent this time.

No such luck, as Doombringer once again began twirling her sword, turning it into a makeshift shield. By the time the debris stopped, however, Cleft had managed to get close enough to attack. He swung his staff, which was blocked by the sword. The two warriors began moving in a circle, attacking each other. The swordswoman made every strike in an attempt to just…Kill. This. Freaking. Kid.

Finally, they had switched places, with Cleft backed up against the generator, but Doombringer, for once, failed to notice. She should have won by now. She would have taken care of these three if this stupid kid hadn't shown up. She was extremely happy he was the one Crocktopus wanted dead.

When Doombringer swung her sword, Cleft dodged, and the blade ended up piercing the generator…which was filled with very powerful, very dangerous energy.

To say the following experience was painful for Doombringer would be like saying the ocean was wet. Several volts of energy went through her body, frying her every nerve. She let loose a scream of pain before going flying off her weapon and into the wall behind her, where she blacked out.

All three assassins were defeated.

* * *

The teachers had a track record of bad timing when it came to their students, Cleft noted. 

When the false fire drill was announced, the teachers evacuated the school along with the other students. Then, when the blast shields went up, they became aware something was wrong.

Unfortunately, when the school was on lockdown, it was meant to keep superpowered beings like them out. Which meant that by the time they got into the academy, the whole thing was pretty much over.

Well, almost.

"Hey, nice going, Timmy!" Chester commented as he threw an arm around his shoulder.

Timmy arched an eyebrow. "What are you talking about?"

"Getting Trixie as a girlfriend! If girls didn't give me the hives, I'd be jealous."

Timmy's face whitened, while the other heroes who hadn't witnessed the near cat fight between Wonder Gal and Fatale looked in shock. Poor Trixie's blush looked permanent, while Tootie's scowl deepened.

"You're joking," A.J. exclaimed.

"How marvelous," Sanjay said.

"Um, let's talk about something else," Trixie said, desperate to change the conversation. "Timmy, where did those two guys take you?"

"Uh…I can't say."

"Why not?"

"Because…they made me promise not to."

That earned stares from his classmates.

"Why don't they want anyone to know about what happened?" Elmer asked.

"They want to operate in secret. Look, I know this sounds weird, you guys have to trust me. I'll be able to tell you everything eventually. Until then, they asked me not to talk."

There was silence.

"Whatever you say, fearless leader," A.J. said dryly. The others agreed not to push the topic any further, although many wanted to. The truth was, they were all too tired to argue at the moment.

"Let's get some sleep," Cleft said, hoping the topic was dropped. Indeed, sleep sounded good to all of them. They all headed toward their dorms…except for two.

"Look, about what happened," A.J. began once everyone was out of earshot.

"Forget it!" Veronica said. "And don't think about telling the others about it!"

"Don't worry, I don't want them to know."

"Good, me neither."

"You know, forget Platinum, the thought of your lips on mine was the most terrifying thing I've faced today."

"So, we forget about it?"

"It's erased, never happened."

"Good."

"I know it's good."

Then, despite their words, they kissed again.

* * *

The trio of assassins was expecting to spend the night in prison. But they were busted out on the way there and taken to their employer. 

He was not happy.

"You three failed," Crocktopus sneered, once again speaking for the true leader.

"Yeah, so?" Platinum asked arrogantly.

"So? You three are going to answer for this. Our technicians will fix Shallowgrave's arm and Platinum's suit, but that will be the last act of charity. We expect to get our money's worth from you. Now get out of my sight!"

The three assassins, feeling somewhat nervous. Once they were gone, the top villain stepped forward. "Well, now Cleft's aware of his powers."

"Is this going to affect our plans?" Crocktopus asked.

"…No. Proceed as planned."

"Master, if I may try something?"

"Yes?"

"I have one more plan to get rid of those brats. It's a long shot, but it may work. If not…well, we won't be any worse off than we are now."

"Very well. Proceed."

"Thank you, sir. I hope those kids are sleeping soundly tonight, because it may be the last peaceful sleep in a while!"

* * *

A/N: As of this chapter, I should have one hundred thousand words, which I believe is the length that a fanfiction is officially considered to be very long. Wow. I guess I should say something. 

First off, thanks to Amras Felagund for lending me his OCs Rudy Reed and Sammy Tang-Hope, as well as practically being my beta through all this.

Second, thanks to dumas who, along with Amras, has been one of my most reliable reviewers.

Third, thanks to Butch Hartman, who made the fine show I'm writing for.

Finally, thanks to all my readers and reviewers, who made writing this slightly less pointless.

Only three more arcs remain, so I hope to have this finished soon.


	27. Dream On: Pleasant Screams

A/N: New arc! After this, the final plan is unleashed. It's coming…

Disclaimer: Fairly Oddparents copyright Butch Hartman, Federator, and Nickelodeon. Superhero trademark DC and Marvel Comics. Rudy Reed and Sammy created by Amras Felagund, used with permission.

* * *

As was common these days, there was a period of quiet time for the class following their latest brush with death. During this time, Cleft would disappear for hours at a time. When questioned, he simply said it involved the mysterious figures and promised to reveal it all to them in due time. While not a satisfying response, the rest of the class accepted it. Still, many were reaching their tolerance level for secrets and wanted to know what was going on. 

Wonder Gal was included among those who were growing impatient. After the assassins attacked, the super strong heroine managed to swear the rest of the class to secrecy. All agreed quickly, even Fatale. While she hated the fact that Cleft was taken, she wasn't cruel enough to destroy her former best friend's life by revealing everything to her father.

Still, one fact of Cosmo and Wanda's regular training sessions was passed down to the class. A week after the assassins struck, Wanda mentioned that this great evil may have been a villain known to the human world. All they knew for sure was that this great evil had access to powerful magic.

Cleft, naturally, wanted to find out who this was. He recruited A.J. and, after telling him the bare bones of what was going on (basically, a powerful evil was coming that used magic) the two began research on all the biggest villains in the last fifty years. Even ones that had supposedly died were researched, as the fairies had warned them that death was not always permanent. Soon, the rest of the class got wind of this and joined as well.

The first villain researched, obviously, was the Nega-Chin. He was the most feared creature in history. A look into his history revealed that he once held an artifact called the Staff of Mega Negatude. It was eventually stolen away from him by Cleft's parents, Mighty Mom and Dyno Dad, and hidden in an undisclosed location. Unfortunately, they and anyone that might have helped them hide it joined the evil alternate's body count before they could tell anyone where it was hidden. Cleft asked his fairy godparents if the Staff was made by fairy magic, but he got no help there. The Staff was from the Negaverse. The evil fairies there (if they existed in that universe) might have made it, but they didn't know.

Crocktopus was another likely candidate. His family had been using magic for centuries, could he be responsible? As far as they could tell, he was the leader of the mysterious organization that kept attacking them, which only solidified the theory. Cosmo and Wanda, once again, weren't sure. Reports of a talented human sorcerer managing to reach Fairy World were present, but he was never identified. If it was the four-tentacle master of the mystic arts, he covered his tracks well.

Ms. Doombringer seemed like a good candidate. The stars she used to incapacitate the class seemed magical. However, something truly baffling came up. There were no records on this woman at all. No birth certificate, no social security number, no tax or school records, nothing. This time, Cleft's Fairy World sources had an answer. The white haired assassin had indeed clashed with fairies before, but it was unlikely she was the one they were looking for. She was a mercenary with no desire to rule the Earth.

The class continued their research. March gave way to April, spring got more cheerful, the villains got more repulsed, and the class got more stir crazy. They just wished that whoever was behind all this would come out so they could get it over with. The best they could do was train and study, which Cleft was going into overdrive with at the moment.

Specifically, he was flipping through a book penned by Crocktopus' mother Enchantra on magical artifacts. He was reading through it while taking notes on every villain that had used one of the items listed. As he did this, his classmates sat not too far away from him. Muncher Lad and A.J. were engrossed in the latest video game they had added to their collection, Sanjay and Elmer were flipping through their textbooks getting homework done, and Fatale and Princess watching the game being played.

It was at that point that Wonder Gal came in. She watched her boyfriend's activity for a moment, frowning slightly. Finally she spoke. "Timmy, it's getting late. Maybe you should go to bed."

"I still have a lot of research to do," the boy replied wearily.

"Timmy, you haven't been getting enough sleep lately. If you're not rested, you're not going to be ready whenever the villains strike again."

"She's got a point, Timmy," Muncher Lad replied, looking away from the game. "Heck, we should probably all turn in."

"I'm telling you guys, I'm fine. I'm still at the top of my game."

"Oh really?" Wonder Gal asked, cocking an eyebrow.

"Really. I'm…" Cleft was cut off by a punch to the side of the head. It wasn't hard, but it was enough to send the martial arts expert out of his chair and to the ground.

"If you were at the top of your game, you'd have been too fast for that," Wonder Gal said. "Now come on, bed time."

However, the boy was still stubborn. "But I still need to look into…" he was cut off yet again by his girlfriend, who grabbed him by the collar and dragged him to his bedroom.

"The only thing you're looking into is your sleeping schedule."

"Man, he is so whipped," A.J. commented once the pair had left.

"Yeah, she was right though," Sparky added. "Let's turn in."

"I'm gonna stay up a while," A.J. said. "I've got some studying to do."

"Uh, me too," Princess said.

The others exchanged glances before shrugging and heading to their bedrooms.

* * *

Crocktopus gave his now trademark sinister smile as he looked at the sphere of energy in front of him. It had taken the whole month to make. Gathering the energy for it was challenge enough, and getting called on to set this up for the final phase of the plan tore his concentration from it several times. 

But finally it was ready. His employer had given him the night free of his other duties to try his experimental spell.

He casually waved his hand. The sphere brought up an image of one of the class' dorm rooms. Cleft, now out of uniform as Timmy Turner, was fast asleep. Apparently his exhaustion truly was deeper than he thought. In the bed next to him, Muncher Lad was falling into slumber as well.

Crocktopus waved his hand once again. The previously blue sphere turned red, indicating his spell was being cast.

"Close your eyes, children," Crocktopus said mockingly. "I promise your sleep will be deep…very deep indeed."

* * *

"Alright team," Cleft shouted, "Gary and his team are right around the corner, so here's what we do." His classmates listened intently. "Muncher Lad, you handle Wendell. After taking out Bender, his son should be no problem. Wonder Gal, Sparky, since you two are the fastest, so you handle Stop and Go. Fatale, try taking out Scorch. Princess will handle Bull-E. Sonic will take on Ace, and A.J. will fight Aurora. I'll handle Gary. Everyone got that?" The class nodded. "Good. Let's move out." 

With that, the eight heroes in training ran out of the alleyway they were hiding in and straight where Gary and his classmates were waiting.

"Ah, Tim-Tim, decided to join the party, huh?" Gary taunted.

Cleft decided not to dignify that with a response. Instead, he whipped out his staff and charged forward, the rest of his team following behind him.

Muncher Lad, as ordered, went after Wendell. However, before the gluttonous hero could even get and attack in, two mechanical limbs erupted from his opponent's backpack. The metal hands at the end grabbed the hooded hero, lifting him into the air. Then, a drill emerged from the pack and began moving toward his head.

Wonder Gal and Sparky went after Stop and Go. The electric themed hero fired three blasts at Go, who was running across the ground at great speeds. At the same time, Cleft's girlfriend began running toward Stop, fist ready.

But Stop was ready as well. He fired his trademark attack, and the beam hit not only his opponent, but Sparky as well. Then, Go ran by as quickly as he could and gave them both swift punches in the chest.

As they fell to the ground, they both felt their ribs break, and blood leaked down their sides.

Fatale leapt at Scorch, claws ready. The pyrokinetic villain responded by unleashing a wave of fire, which made contact with the heroine.

The Bull-E charged toward Princess. She responded by firing her most powerful ice beam, which froze the hybrid just before she would have reached her. The cryokinetic villain gave a breath of relief…until a muscular arm broke through the ice and grabbed her, crushing the life out of her.

Sonic flew through the air, barely avoiding the laser blasts that were being fired at him. He was waiting patiently for an opening to attack. Finally, he thought he saw one. He inhaled for a scream. Big mistake. Ace's attack struck him right in the chest, sending him to the ground.

A.J. entered combat with Aurora, but like his classmates he didn't last long. He managed to get one or two mind blasts in before she managed to get one of her light whips around him. Then, she sent a massive surge of energy through him, causing him to scream in pain.

Cleft engaged in combat with Gary. However, after only a few strikes his magical clone stopped the fight.

"Well, Tim-Tim, it looks like we win."

"What are you talking about? You haven't landed a single attack on me."

"No, but my friends made a mess of your friends," he pointed out motioning to the battlefield.

Cleft turned his head. What he saw made his blood run cold.

His friends were on the ground, each of them with serious injuries. They were hurt…maybe even…

_Timmy…_ Wonder Gal's voice went through the wind.

"Trixie?" Cleft asked hopefully.

_Timmy…you failed me._

"No…" Timmy whispered.

_Your leadership killed me._

_Your orders got us killed,_ Muncher Lad's voice added. Then, his other teammates joined in.

_You gave bad orders._

_You got us killed._

_It's all your fault._

Your fault… 

"No…No!" Cleft cried desperately.

"Well, Tim-Tim, some leader you turned out to be!" Gary said. "Without you, we wouldn't have been able to kill your friends so easily."

"No…no…NO!"

* * *

"No!" Cleft cried in his sleep, thrashing around wildly. His fist made contact with the alarm clock on his nightstand, effectively breaking it. He wildly jerked around, trying to escape the nightmare in his head. 

Surprisingly, his thrashing didn't wake Muncher Lad.

* * *

He had done it! He had finally done it! 

He had redeemed his family name! Heck, a parade was being thrown in his honor! He sat in the limo, waving at the cheering crowd as confetti floated in a flurry around him.

However, suddenly something landed on the hood of the car he was riding in, effectively stopping it. Once he regained his bearings, the gluttonous hero saw…

"Dr. Bender," he spat.

"That's right, kid," the mad doctor taunted. Before Muncher Lad could do anything, one of Bender's electromagnets popped out and shot him in the chest, sending him tumbling out of the limo and stomach first onto the street.

Suddenly, Bender was over him. He had his buzz saw out, and he was bringing it down.

Muncher Lad cried in agony as the weapon cut into his lower spine. Finally, the job was done.

"I cut it just right," the doctor said sinisterly. "You'll never walk again."

"Well that figures," a new voice said. Suddenly, Muncher Lad saw his father standing over him. "You're a bigger loser than me. At least I never got an injury this serious."

"But…" he started, but then he saw Cleft, Wonder Gal, and Fatale standing not too far away. "Guys, help me!"

"Why would we waste our time helping someone as pathetic as you?" Wonder Gal spat.

"Yeah, we real heroes have better things to do," Fatale added.

"I don't know why I let you fight alongside us," Cleft finished.

"No," Muncher Lad began to sob. "No…"

"Well, well," Bender mocked, "looks like the puny little kid is just like his old man: a worthless failure."

* * *

"No," Muncher Lad cried in his sleep. He wasn't thrashing like his roommate, but he was clearly distressed. "No…"

* * *

"Hello," Sonic called out into the darkness. 

His mind raced. How did he get here? He couldn't remember anything. Was this a sinister plot of Crocktopus'? Did it have something to do with Cleft's weird activity?

"Boy…" a voice said menacingly.

Sonic's blood ran cold. He recognized that voice. But…no, it couldn't be!

He turned around. What he saw heightened his fear, if that was even possible. It was a figure that was covered in shadows, but the Indian hero recognized it all the same.

"No!" he whispered in terror.

Suddenly, he was hit by a surge of electricity, sending him back and to the ground.

"You're a disappointment. Inheriting your mother's powers? Such a wimp, I can't believe how you turned out. You're sick. That being said, you're about to take your medicine!" With that, more sparks appeared on the shadow's hands.

* * *

Sonic's cries of pain were so great that they slipped into his sonic screams, destroying the ceiling above him and the wall across from him. How it was that no debris fell on him is a mystery lost to time. 

Another mystery is why Sparky wasn't awoken, but that has an answer.

* * *

Sparky was enjoying a rather productive training session. Sonic couldn't join him this time, but that was okay. He was rather enjoying going solo for awhile. 

He smiled as a bolt hit its target into ash. He gave a satisfied smile. Today was looking good.

_Elmer_, a soft voice taunted.

Sparky's eyes widened. Suddenly, he fell, to his knees, gripping the sides of his head.

"No, not again! No!" At that point, his cheek began to bulge. Then, a huge red boil erupted from his flesh.

"Here's Bobby!" Bob taunted, now firmly rested on his host.

"No! Get out of my head!" Sparky pleaded.

"Sorry, but from now on it's going to be just like old times!"

"No!" Sparky cried, struggling, sending bolts in all directions.

"You can't resist me! You're powerless! Your family is cursed! Just give in!"

* * *

Sparky thrashed around in bed, sending attacks in all directions. It's amazing that he didn't Sonic. Still, the lightning hit his bed, causing it to catch fire. 

It was very fortunate a teacher happened to be passing through the hallway and heard the screaming.

* * *

As Wonder Gal hit the extra-resistant training dummy, her mind was racing with happiness. Tonight she had another date with Cleft, so she was getting her training done early. 

"Trixie," a curt voice cut her off. Wonder Gal saw that, at some point she wasn't paying attention, her father had entered.

"Dad…come to check on me?"

"I've come to disown you."

The young heroine went white with fear. "Wh-what?"

"Did you think I'd never find out? You've disgraced our family by dating some punk pretending to be a hero."

Wonder Gal remained frozen, unable to speak. Her dad had found out now? This wasn't happening. It had to be a dream.

"Goodbye, Trixie. Don't bother me again."

"Dad…please! Dad!"

"Don't call me that! I have no daughter, and you have no father!"

* * *

"Dad!" the girl pleaded in her sleep. "Please! Don't leave! Dad!" She was far too distressed to be thrashing, which was good, since she would have most likely destroyed something. Just like the others, she couldn't awake her roommate. 

She was suffering as well.

* * *

Fatale ran. Certain death was right behind her. She couldn't stop. 

"Tootie, why do you keep running?"

"Shut up," she spat, increasing her pace.

"It's pointless. Why do you keep trying to resist?"

"I said shut up!" she cried again, once again picking up the speed. This time, however, she collided with someone.

She looked up, seeing the face of the one she had been trying to avoid.

"Why do you keep running from me?" Vicky asked. "You're going to join me eventually."

"No, I'm better than you."

"I'm your sister. You're destined to fight by my side."

"No, I'm not! I'm going to be a great heroine! I won't follow you!"

"You have to. Just give in."

"No!" she yelled, slashing wildly, but Vicky blocked every attack easily. "No, leave me alone! Go away!"

"No. I'll never leave. I'll be a part of you forever."

* * *

"Go away!" Fatale yelled as she slashed her bed sheets to shreds. "Just leave me alone, please! Go away!

* * *

Crocktopus smiled as he looked into his orb. The six kids were either thrashing around in fear or crying heavily. 

It was perfect. Their own worse fears turned against them! He'd kill most of them. Fatale he would put in a catatonic state, making her easy prey to kidnap and restore. It didn't matter if two were still awake, they had to sleep sometime. It was inevitable.

"Pleasant dreams, children. Pleasant screams…"


	28. Dream On: Frightmare

A/N: Chapter 28…I hate how it turned out, but here it is.

Disclaimer: Fairly Oddparents copyright Butch Hartman, Federator, and Nickelodeon. Superhero trademark DC and Marvel Comics. Rudy Reed and Sammy created by Amras Felagund, used with permission.

* * *

A.J. and Princess softly pressed their lips on one another. If the entire rest of the class wasn't in the mindset that these two hated each other, they probably would have guessed this was happening. While the rest of the class found the blonde's choice to stay with the boy genius odd, they decided not to press it, and had no clue that books weren't what they were really studying. 

"You know," A.J. muttered in between kisses, "you could have talked your way here a little more smoothly."

"What do you mean?" Princess asked, stopping.

"Well, the others might have figured us out. I mean, the way you said you'd stay here was kind of obvious."

"Are you saying I'm stupid?"

"No! Will you quit twisting everything I say? I'm just saying you need to be more careful."

"You know what? Why are we doing this?"

"Why indeed. I mean, we hide from our friends even though, unlike Timmy and Trixie, we have no reason to, we can't stand each other while talking, and we drive each other crazy!"

"You know what? I don't need this."

"Absolutely. It's like a bullet to the head."

"I'm out of here."

"Me too."

They both reached for the door leading into the dorm's hallways.

Their hands touched when they both hit the doorknob at once.

Then, their lips touched as well.

As they broke apart, Princess spoke. "You know, we really should turn in. It's almost curfew."

"Yeah, we really should go."

* * *

A.J. and Princess returned to their dorm hallway, expecting a night of quiet, peaceful sleep. 

Imagine their surprise, then, when they found the Crimson Chin, Super Principal and Catman standing in the hallway with a few policemen, surveying the scene.

"What's going on?" A.J. asked, catching the attention of the three teachers.

"Oh thank goodness!" Super Principal exclaimed. "We saw you two were missing, we thought…"

"What's going…" A.J. started to ask again, but something stopped him. Out of the dorm he, Muncher Lad and Cleft shared came two policemen pulling a stretcher. On it was Cleft, who was thrashing around while screaming cries of anguish. A moment later his other roommate was brought out, giving softer cries of misery.

"What's wrong with them?" Princess said, getting panicked.

"We're not sure," Catman admitted. "We're taking them to the medical wing now. You two better come with us, and try not to fall asleep."

* * *

"I've made an analysis," Music Master announced. The former teen idol may have seemed like an odd choice as a school nurse, but his healing spells could counter most serious injuries. Still, for something minor like a bruised leg or a sore back, he was instructed to let the kids walk it off. After all, there would inevitably be times they would have to fight through injuries, and they had to be prepared for that. 

"It's definitely a form of magic. Judging by its energy signatures, I'd say it came from the same source that made the boils, which means this is Crocktopus' work."

"How do we help them?" the Chin asked.

"We either need to get the spell lifted or have someone enter their minds to combat this. Unfortunately, neither of them can happen. Enchantra is the only one who knows enough about her son's magic to undo it, and she's all the way across country in Florida. And the only psychic heroes that we're aware off are Brain and Bellum, and they're at some secret scientist's convention, completely unreachable. The only one that can do it is…him," he said, pointing to A.J.

As all eyes fell on him, the boy genius spoke. "I'll do it."

"I'm not sure we can allow that," Catman said.

"Why not?" the scientist demanded.

"Well, we cannot risk you getting hurt…" Super Principal began.

"Aren't I already in danger? Whatever this thing is will get me eventually!"

"Still, legally we need your parent's permission to send you in," Principal added.

"You said they couldn't be reached."

"Yes, but…"

"We have to send him in," the Crimson Chin said plainly.

All eyes fell on the legendary hero as he spoke again. "When Mighty Mom and Dyno Dad made me Timmy's godfather, I promised I do everything in my power to protect him if the responsibility fell on me." He turned to the bed where his ward was strapped down. The boy's thrashing was less frantic now, but his binds were still being stressed. "The only hope for these kids is if A.J. goes in."

"We can't allow this!" Principal protested. "What if something happens to him?!"

"He'll fall asleep eventually, and he'll probably fall under the same spell," Music cut in. "I say we allow it."

"I third that notion," Catman said plainly.

Super Principal sighed, knowing she was beat. "Very well. How does he get in?"

"Meditation," the vice principal answered. "You know how to do that, don't you?" he asked the short statured genius.

"Of course," he answered. As Princess and the teachers watched, A.J. floated toward the beds where his classmates were restrained. He closed his eyes and cleared his mind. Before long, a blue aurora surrounded his cranium, then his entire body. In moments, his mind had left the real world.

As she watched, Princess gave a private thought. "Please…be careful."

* * *

"No…" Cleft said once again as he tried desperately to block out the voices. "No…" 

_You failed us!_

_You let us die!_

_It's all your fault!_

_Your fault!_

_You weren't good enough!_

"Shut up! Shut up!" the boy yelled, trying to get the voices to stop.

"Timmy?" A.J. asked.

The boy chin wonder turned around to see hiss classmate floating behind him, still very much alive but freaked at the sight of several bodies, including his own, spread around the streets of the dream.

"A.J.?" the boy asked weakly.

"Timmy, this is a dream, an illusion. It's one of Crocktopus' tricks. It's not real."

"Or…maybe it's a look into the future. Why did you guys pick me as the leader? I always seem to get us in worse trouble."

"We picked you because we knew you were the best for the job. Thanks to you we survived our first battles with Bull-E and Vicky. You've outwitted Gary and led us to victory in almost every fight we've been in. Yeah, you've made a few mistakes, but you've gotten better."

"Still…what if I mess up?"

"That's something every hero worries about, leader or not. You can't let that stop you from doing your job. Besides, we nearly fell apart in our fight with those bounty hunters when you left. We need you here, Timmy. You're the right man for the job, trust me."

There was silence. Then, the hero in red closed his eyes. After a few moments, all the horribly mangled bodies faded away, and the voices disappeared. Cleft rose to his feet, still feeling shaky.

"Feeling better?" A.J. asked.

"A little," he responded. "Has Crocktopus done this to anyone else?"

"Everyone except Princess and me."

"Then I guess we need to go help everyone else."

"You guess right."

* * *

Like Cleft, Muncher Lad was trying to block out noises. In his case, however, the words didn't sound like sinister whispers of the wind. Rather, they were loud and directed straightly at him. Accompanying these cruel voices was an equally cruel collection of laughs, as all those around him continued to taunt him. 

"Loser!"

"Wimp!"

"You're worthless!"

"No…" the hooded hero quietly sobbed.

"Chester!" a pair of voices cried.

The tow headed boy looked up to see two figures running through the crowd. Unlike the rest, they didn't taunt. While it should have been a welcome relief, the young boy was too lost in his misery to care.

However, when the pair came closer, he noticed something strange. The two kids coming toward him were A.J. and Cleft…who were also currently standing not three feet away laughing at him.

How is that possible?

"Chester! It's all an illusion! Don't listen!" Cleft yelled over the rabble rousing. The dream crowd paid no mind, they just continued their jeering.

"But I've failed!" the fallen hero cried.

"No you haven't! You've gotten into the top ranking class in one of the best schools in the country. You've beaten your dad's old arch enemy. You've tangled with villains that have gone up against professional heroes. Trust me, you're going to succeed."

Muncher Lad was silent for a moment. He closed his eyes.

_I'm going to succeed._

_I'm going to succeed._

_I'm going to succeed._

Suddenly the laughter stopped. The boy dared to open his eyes.

The crowd was gone. Everyone, including Dr. Bender, had faded away. There wasn't a drop of blood on him. His back and legs felt perfectly fine. He stood up, jumping up and down a few times to test the functionality of his lower half. He found, to his immense relief, that he was no different than before in a physical sense.

"Dude, are you okay?" Cleft asked.

"A little shaken, but I'll be fine," the gluttonous hero responded. "Where are the others?"

"In their dreams," A.J. responded, earning a confused stare. "We'll explain on the way."

* * *

Sonic spat up some blood as the shadowed figure swung his fist into his gut. The Indian hero tumbled across the ground. His glasses mangled on the ground beside him, the hero in training struggled to hold back the tears of pain that were seeping from his eyes. 

"Crying? You weak fool," the hidden person spat, preparing to shock the boy again.

Instead, his wrist was suddenly cut by a flying chin-a-rang. The figure cried in both surprise and pain, gripping his wrist as Cleft and A.J. ran up from behind Sonic and began blasting the strange fear. Muncher Lad stayed to comfort the battered hero.

"Sanjay, what the heck is this thing?"

"It is…it is…" the boy began, but he seemed unable to finish.

"Look, Sanjay, whoever or whatever this is we'll help you through it. We helped Tootie fight Vicky, you all helped me take on Bender, and we're going to help Cleft fight off this mysterious villain he keeps talking about. We can help you through this.

Sonic closed his eyes and clenched his teeth. Suddenly, he unleashed the loudest scream any of his teammates had ever heard.

Fortunately, this scream was directed at the mysterious assailant. By some miracle, Cleft and A.J. didn't get hit by the blast. The sound waved hit the shadowed figure head on, and the apparition shattered like it was made of glass.

As several shadowy shards fell to the ground, Sonic rose to his feet. At that point, Muncher Lad noticed something. Despite the fact that his injuries had disappeared once his nightmare ended, his classmate's remained, a reminder of the hardships he had endured.

Before he could question this, Cleft and A.J. were beside them. "What was that?" the young scientist asked.

"I…do not wish to discuss it." The beaten hero said.

"Are you sure?" Muncher Lad asked.

"Yes!" Sonic answered vehemently, ending the discussion.

"We don't have time to, anyway. We have to free the others, and unless I miss my guess, Sparky will be up next."

* * *

"Why do you resist me?" Bob demanded. 

Sparky wanted to cry in terror, to rip the boil right off his face. But he couldn't. Bob controlled it all. His body, his mouth, everything. No matter how much he kicked and screamed in his mind, the evil spirit was completely dominate.

"Just give in! It's your destiny to strike down all that you love!"

_No, I won't!_ Sparky said in his mind.

"Oh, but you will. No one in your bloodline has managed to resist a spirit! Just give in!"

"Sparky!" a set of voices rang out. Sparky, or rather, Bob turned his head to see four heroes running toward him. All four froze when they saw the hideous deformity sprouting from their friend's cheek.

"Oh no…" Cleft began, but he was cut off when a bolt of lightning struck him, sending him back. From there, Bob continued firing bolt after bolt, which his opponents continued to dodge.

"Elmer, listen to me," A.J. said, "this whole thing is an illusion! It's one of Crocktopus' tricks! This Bob isn't real! Fight it!"

"Shut up!" Bob snapped, firing another bolt.

"Elmer, Bob is an uninvited spirit! You're in control! Fight him!"

"I said shut…wait!" Bob said. "No, stop! Quit fighting me! No!" the evil spirit screamed as its host's body started thrashing around.

Suddenly, there was an explosion of white light which blinded his on looking classmates. When it cleared, Sparky was standing there, Bob nowhere in sight. Still, the boy looked shaken.

"You alright?" Cleft asked, asking the now standard question.

"I'll live," the electric hero responded with the standard answer as the classmates he had hit walked over to him, brushing the injuries off.

"I'll open the door to Trixie's dream," A.J. said. As he concentrated, a portal appeared a few feet away from the class. From the opening between the minds they saw Wonder Gal, collapsed on the floor and crying. Before anyone could make a move to help her, Cleft spoke.

"Let me go in alone. I think I have a pretty good idea what this one's about."

* * *

Wonder Gal was starting to think her tears would never stop. Her dad had abandoned her like she always feared. She had hoped that maybe he wouldn't have been as much of a purist as her extended family, but that turned out to be mere wishful thinking. 

"Trixie?" she heard a voice say softly. The raven haired girl looked up to see her boyfriend standing over her with a gentle hand on her shoulder.

"Timmy…my dad found out about us. He…he disowned me," she said through her sobs.

"No he didn't," he said softly, earning a surprised and confused glare. "Trixie, this is an illusion. It's a trick from Dr. Crocktopus. He's trapped us in out nightmares. None of it is real."

"R-really?" the heroine asked hopefully, her tears clearing up.

Cleft nodded. "Don't worry, your dad still loves you."

Wonder Gal brightened for a moment, but her tears returned. "Timmy…we can't keep it a secret forever. My dad's going to find out eventually. Then what?"

Timmy paused. Jorgen had forbidden him from telling his friends of his powers, which would end the problem. So, he went for another argument.

"Trixie, if your dad is willing to disown you for something so trivial, he's not worth having. Yes, it will be painful, but I'll help you through it, we all will. We care about you Trixie, and nothing's going to change that."

The young girl embraced the hero in red but continued to cry. "Thank you," she whispered through her sobs as her boyfriend patted her back.

"Trixie, we need to keep going. Tootie's still trapped."

"Alright," the heroine said, rising to her feet and drying her tears. Like many heroes, she seemed to be developing the ability to push emotional problems to the back of her mind temporarily. The crisis at hand was more important.

"Alright guys, come in!" the boy hollered, causing the rest of the rescued class to join him inside Wonder Gal's dream. "Tootie is the last one to free."

"I'll open a portal into her dream now," A.J. informed. As before, he closed his eyes and concentrated.

However, unlike before, the boy genius suddenly gave a cry of pain. His eyes snapped open as he was knocked back, clutching the sides of his head.

"What happened?" Muncher Lad asked.

"Uh…something's blocking the entryway to Tootie's mind."

"That would be me," a new voice said.

At that moment, a flash of familiar blue light filled the room. When it cleared, the mastermind of the class' current plight floated before them.

"Crocktopus," Cleft spat, readying his staff. The other heroes got into battle positions as well.

"You brats may have broken free of my control, but your little friend's still trapped, and if you thought your dreams were bad, then you'll find reality worse!"


	29. Dream On: Rude Awakenings

A/N: I apologize for the unholy lateness of this chapter. The next one will be up quicker.

Disclaimer: Fairly Oddparents copyright Butch Hartman, Federator, and Nickelodeon. Superhero trademark DC and Marvel Comics. Rudy Reed and Sammy created by Amras Felagund, used with permission.

* * *

Princess had practically worn a hole in the medical wing from her constant pacing. She absolutely hated the current situation. Every single person she would consider a friend was in trouble and all she could do was wait. She hated it. 

She sighed as she turned her gaze to the heroes restrained on the beds. Five of them were no longer thrashing or crying, but the sixth was still tugging at her restraints. Something was wrong. The others had been calmed in quick succession, but Fatale's cure was taking a rather long time.

Whatever it was, Princess was wishing she could be there helping them.

* * *

Had she actually known what was going on, she may not have been so eager to join in. Crocktopus had taken on several heroes back in the days before his mother defected to the side of good and he went along to please her (contrary to popular belief, he hadn't always been the heartless spell caster he was now). And while years of staying undercover and doing deskwork for his boss had put him out of practice, he wasn't second-in-command just for his brains. 

Therefore, he had no problems catching four unlucky students in his mechanical limbs. He then began slamming his two bottom tentacles, which contained Cleft and Muncher Lad, against the ground, while slamming his top two, which contained Sonic and Sparky, against each other. In both cases, the boys certainly felt the pain.

Which of course the remaining heroes in training wouldn't allow. Wonder Gal immediately ran forward, her super speed being pushed faster than it ever had before. She was expecting her opponent to put up a shield, or maybe dodge.

Which is why she was very surprised when the arm she threw out to punch was grabbed by a mechanical tentacle.

It took two seconds for the girl to process this. It didn't make sense. Crocktopus only had four tentacles, all of which were currently full. So…how was this possible?

That question was answered when the crazed teacher lifted her into the air. The heroine saw, to her immense shock, that her opponent had sprouted an extra tentacle.

"What…but…how?" the girl could only battle.

Crocktopus gave his trademark nasally laugh. "Fool! This is the dream world!" he declared as he put up a shield. A.J. had fired a mind blast, realizing that now would be a good time to strike. "And in this world, I am in charge!" With that, he threw his captives forward, creating a miniature avalanche which bowled the boy genius over.

Sparky was the first to his feet. He quickly fired a bolt at the mad doctor. Surprisingly, Crocktopus failed to put up a shield or make any effort to block. The attack hit him dead on…and fizzled out.

"What the?" the human generator asked, eyes going wide.

"I'm rubber, you're sparks, yet still you fight me, that's a lark!" the villain said, twisting the old saying.

At that point, the class realized what had happened. The mad doctor, using his total control of this mysterious realm, had actually changed his body to where he was made out of rubber. In the real world, this would have been impossible, but here it was accomplished with no visible effort.

Cleft recovered from his shock first. He pulled a smoke capsule from his utility cleft and threw in at his opponent's feet, hoping it would disorient him long enough.

It didn't. As the boy chin wonder shot forward, staff ready, a tentacle shot out of the smoke and wrapped around his torso. Caught off guard, the hero gave a surprised yelp and he was lifted off the ground. Crocktopus floated out of the smoke, gasmask now resting on his face. "No smoking will be permitted," he taunted.

At that point, Muncher Lad erupted from the ground and fired a string of debris, one that the crazed teacher easily dodged at the cost of his prisoner, who wormed free of his grasp. Then, in a flash, one of his tentacles flew across the room, greatly exceeding its length, and wrapped itself around the gluttonous hero.

"Fools," Crocktopus sneered as he lifted his captive into the air. "I'm in control here. This is the Dream World, where anything is possible, and I…"

He was cut off when Wonder Gal punched him directly on the cheek, causing him to release Muncher Lad. "You know, there's a reason why monologuing has been retired by most of the villain community," the heroine said, matter-of-factly before punching again.

This time, however, Wonder Gal felt like she was punching a very hard material. So hard, in fact, she almost broke her hand. She screamed in pain and pulled back, rubbing her smarting knuckles. As she did, Crocktopus stood up, his face now looking metallic.

"And there's a reason why smart-alecky brats get killed by their betters," he retorted before firing another blast. This one hit the heroine in the stomach.

Fortunately, before any further attacks could be made, Crocktopus was hit dead on by a sonic scream, then again by one of Sparky's bolts, then a third time by a mind blast. All three attacks were continuous, and constantly pounded at the doctor.

Or would have, if not for his enhanced abilities in the Dream World. The rubber body he had given himself was still present, and a magically produced set of earplugs stopped the effectiveness of Sonic's contribution. That only left A.J., and at the moment his attacks didn't seem to be doing much good either.

"Sorry, boy, but all your efforts receive is an F!" The eight limbed villain said at last, firing a magical blast that struck the boy genius directly in the chest, knocking him back. When the attack ended, it left a charred 'F' burned into his lab coat.

Cleft, undaunted, readied his staff and ran forward. Seeing this, Crocktopus lashed out one of his tentacles, hoping to snatch up the boy chin wonder. The boy managed to dodge…the first attack, anyway. The next mechanical limb grabbed him by his cape and lifted him into the air.

"Haven't you learned you can't beat me yet?"

The buck toothed hero responded by unhooking his cape, allowing himself to fall to the ground. Before he realized what had happened, Crocktopus got a chin-a-rang to the face.

"No I haven't," Cleft answered the rhetorical question. "Guess you're a lousy teacher."

However, the leader's good mood was cut short when he saw his opponent's injuries dissolving away like they never existed. "Fool, you just can't win! Now be a good little boy and die!" With that, another wave of magic slammed into the Crimson Chin's ward, knocking him senseless.

Muncher Lad, who had witnessed the scene, was horrified. They couldn't beat this guy! How were they going to help Tootie?

_We've got to help Tootie!_ He thought to himself.

_We've got to help Tootie!_

_We've got to help Tootie!_

_We've got to help Tootie!_

_We've got to-_

And then he was gone.

* * *

A thought had been plaguing Tootie Strong, aka Femme Fatale, for what was almost three years now.

Namely, had she really made the right choice, saying no to her sister?

It wasn't a proud thought, so she kept it to herself. Still, the dark mindset was always lurking in the back of her head. At the time, refusing to follow her sister's mad desires seemed like the only option. But throughout the next two years, as she was shuffled through countless foster homes, her mind began to wander to what-if world.

What if she had accepted her sister's offer? Doubtless she would have at least some resemblance of a real family. After all, Vicky had proven that she still cared for her. Would the rest of the villain community be the same way? Was there actually some level of loyalty among them?

At any rate, the current situation wasn't helping matters. Dream Vicky was even more pressing than the real one, and Fatale was beginning to wonder if it was worth the trouble to say no. Just answering yes would make all the pain stop.

She had given up trying to land an attack on what she thought was her sister. She had now collapsed in a ball of misery, unashamedly weeping while Vicky's skinny yet intimidating figure stood over her.

"Finally giving in?" it asked. "Good, you're finally starting to see the light, so to speak. Come on, just say yes and I'll take you to your new home. We can be a family again."

Fatale looked up. Drying her eyes, she opened her mouth, presumably to give the response the illusion desired from her. However, before she could something unusual happened.

Matter Muncher Lad, her teammate, suddenly faded into view in front of her.

Apparently, this occurrence surprised the boy as well. "Huh, what hap--…"

What ever he was going to say was cut off by Dream Vicky's claws slamming into his side, causing him to go skidding across the ground.

"Chester!" Fatale cried as he witnessed her friend get injured.

At that point the hungry hero came to a stop and regained his senses, allowing him to register the previous statement in his mind.

"Tootie!" he cried, relieved to see his friend okay. "Listen, whatever you've been seeing here is an illusion, you have to fight it-oof!" he grunted as the faux Vicky delivered a kick to the gut.

"Stop it!" Fatale yelled, unsheathing her claws and charging forward with renewed vigor. The false Vicky wasn't expecting this and therefore fell victim to a deep cut in the upper arm followed by three claws between the ribs, causing the illusion to stumble back.

"Chester, are you alright?" Fatale fretted, helping the boy to his feet.

"I'm fine. Look, that's not the real Vicky. This is just one of Crocktopus' plots. If you can just beat it, we can all wake up and escape this place!"

"I…I don't know if I can!" the girl wailed.

"Yes you can! We've all conquered our fears, and so can you!"

"But…I mean…is it really worth it for me to keep fighting Vicky?"

"…What do you mean?"

"She's just going to keep coming after me forever! If I just say yes, all this will go away!"

"No it won't," Muncher Lad said firmly. "Vicky will be off your back, but the hero community will take their place. Come on, Tootie, you're smarter than this! Heroes have always triumphed over villains. If you go with Vicky now, your fate will be sealed.

"Look, if you had gone with Vicky, you never would have met us! You would have never got to hang out with Trixie and Veronica, or fight jerks like Bull-E and Crocktopus, or had all these great adventures! Sure, it's not a perfect life, but do you really want to leave it behind?"

Silence greeted that question. The spectacled heroine's eyes seemed to glaze over as she contemplated what her friend said.

Sadly, it was at that moment that dream Vicky finally recovered.

It glared at its real world counterpart's sister.

She raised her claws into the air.

She brought them down.

She was very surprised when another set of claws blocked them.

With speed that surprised even her, Fatale knocked the attack away. Then, with a renewed vigor she slammed her claws directly into her opponent's gut.

The dream Vicky stopped, letting out a quick choke. Then, she dissolved. Like sand being blown away by the wind, the figment slowly blew away particle by particle, until it was nothing.

Fatale let out a sigh of relief as she sat on the ground, casting a grateful look at Muncher Lad. As the hooded hero returned the look, both of them began to fade away.

* * *

"You should have known it would end this way," Crocktopus jeered. "This way" referred to the current situation of Cleft, Sparky, Sonic, and Wonder Gal trapped in the mad doctor's tentacles while A.J lay on the ground, his chair having been destroyed once his opponent realized he could negate the nanobots with a mere thought. "Now that you've all been beaten, I'm going to…wha?"

The reason for his confused grunt was the fact that, suddenly, Cleft was fading away. "Wait!" he cried, but his pleas had no effect as Sonic began to fade as well. "No! No! Stop!" he yelled as his remaining three victims faded out of sight. Then, after his targets were gone, the same thing began occurring to his projection. "No! Nooooooo!"

* * *

Cleft's eyes snapped open. The next thing he knew, he was sitting up, twitching his head around in an attempt to find any danger.

He was overjoyed to find he was in the Academy's hospital wing, with his friends waking up, looking a little shaken but otherwise fine. Catman, The Crimson Chin, and Music Master stood to one side, grateful to see their charges in one piece.

Before he could say anything in response to this, his windpipe as suddenly being squeezed by his very relieved girlfriend. "Thank goodness you're okay," she said, planting a kiss on his cheek.

"Uh, yeah, well…" he said, blushing slightly.

"Well," Music Master interrupted, "according to my readouts, you're all fine now."

"Really? Are you sure they're okay?" the Chin asked.

"We're fine," Muncher Lad interrupted. "a little shaken, but fine."

"Yes, we will be alright," Sonic said, brushing off his experience in dreamland.

Normally, the Chin would be more insistent that the children be checked out, but this wasn't the first night he had lost sleep. Emergency after emergency recently had prevented sleep the last week. Fatigue had gotten to him, and he wanted to get to bed.

"Alright. You kids better get to bed. It's two hours past lights out."

After a few murmured goodbyes, the kids left the teachers and began walking back to their rooms. "Well," Cleft began, "now that that's over, we can get…to…sleep."

As he trailed off, everyone stopped as they remembered their latest adventure.

"…How about we have a slumber party?" Princess suggested quickly.

"With lots of caffeine and sugar!" Sonic added.

"And some movies!" Muncher Lad spoke up.

"Anything but Nightmare on Elm Street," Fatale finished.

* * *

"No!" Crocktopus cried, banging his tentacles on any available surface in anger. "I was so close! How did that bigmouthed brat get into Fatale's dream? Can anything defeat these brats?!"

"I can," the mystery villain said, who had been watching the show from behind his second-in-command. "Once the plan is complete. In the meantime," he contemplated, "your plan has told us something that could be useful."


	30. Rebirth: Explanations

A/N: Alright, I know this is late, but I had trouble planning out the final two arcs. Enough chat, here it is.

Disclaimer: Fairly Oddparents copyright Butch Hartman, Federator, and Nickelodeon. Superhero trademark DC and Marvel Comics. Rudy Reed and Sammy created by Amras Felagund, used with permission.

* * *

It was dark, but he paid it no mind. He was dark. He always was dark, and he liked it.

The Bull-E failed. The Baby Shredder failed. Bender failed. Dr. Crocktopus and all his creations and students failed. But this didn't bother him. They were mere warnings, distractions. Even if they botched their attempts, he wasn't fazed.

He would succeed. He would rise where his minions had fallen. Nothing would stop him.

"It is time…"

* * *

A chin-a-rang flew forward, snapping the head off a wooden dummy with its sharp edges. A bolt of lightning destroyed the one next to it. A mind blast put a hole through the chest of another. A sonic scream reduced three more to splinters. Another was in a block of ice in a matter of seconds.

In another area, a dummy's head went flying clear off its shoulders. Another was sliced in half by a set of claws. Yet another had a bite taken out of it.

"Remember," the Crimson Chin's voice boomed from overhead, "in the field, you must expect attacks from all side. Your enemies will take every advantage to kill you, don't give them any."

The heroes-in-training heard this lesson, but gave no sign they had. Instead, they redoubled their efforts to destroy their practice targets. After another few minutes, every target was reduced to splinters.

As the eight kids gathered in the center of the room, the Chin descended down to them, clapping his hands. "Very nice, class. We'll now take a fifteen-minute break. Get water or catch your breath, whatever you need."

The class nodded and went to the side of the gym. It had been a month since Crocktopus' dream plot. April had become May without much happening. Cleft continued what had become daily training sessions with Cosmo and Wanda, still in secret from the others, and still with the others getting impatient. Speaking of which…

"Timmy, we need to talk," Wonder Gal said. Cleft gulped, he knew where this was heading. "Can't you tell us what you're doing yet?"

"Look, I'm trying to get them to let me tell you at least, but they've been real stubborn about it. You know I don't like keeping this from you."

"I know, but it's driving me crazy wondering what you're doing."

Cleft sighed as he took her hands. "Look, I promise that after this is over I'll never keep anything from you again. But right now those two won't let me tell anyone anything. If I do, they'll just discontinue the training. And we need it to take on whoever's behind all this."

Wonder Gal sighed. "Okay…but I can't stand the waiting."

"Well," Cleft said in a sly voice, "I know something that could help pass the time."

His girlfriend returned the smile…then slowly leaned in for a kiss.

"Beatrix Tang!" A voice suddenly shouted.

The super strong heroine suddenly felt her blood go cold and her muscles tense. Cleft himself tensed up. Slowly, and nervously, Wonder Gal turned around.

There, in the entryway to the gym, was her father, looking extremely angry.

* * *

He didn't like to appear before his soldiers unless they were generals. But tonight he made an exception. After all, this would be the night his years of planning would come to fruition.

"Brothers and sisters…today is the day!" He announced from his podium, earning cheers from the collection of soldiers below him. He was still wearing his cloak, the only facial features being revealed were his fiery red eyes.

"We will bring about order to this world! Finally we, the gifted, will assume our rightful place as rulers of this world, while those pathetic mortals cower at our feet!" More cheers erupted. "Go, storm the Dimmsdale Superhero Academy, keep that meddling fool the Crimson chin busy. By nightfall, I will return to full power, and he will be a mere annoyance!" That got the loudest cheer yet.

"Go! Do your duty! I will join you shortly!"

With one final cheer, the large assortment of villains headed for the doors. As they filed out, their leader turned to Crocktopus, who was floating dutifully by his side. "Now then, why don't we begin our part?"

* * *

"You deliberately disobeyed me!" Wonder Man shouted, causing his daughter to cringe under his sharp glare. Behind her were Cleft and his guardian, giving awkward looks. Their classmates had promptly backed out of the room once they realized the tense situation.

"You actually got in a relationship with this…this…pretend hero?" the middle aged man spat.

Wonder Gal opened her mouth to say something, but her father interrupted. "How long has this been going on? How long have you been seeing that boy before I got that phone call that told me?"

That caught the raven-haired girl off guard. "Wait, someone told you? Who?"

"Never mind who told me!" the man snapped, causing her daughter to shirk back. "What's important is that you've been seeing the boy behind my back! You've shamed our family! We've always believed in the proper order!"

With that, the young girl had finally decided that she had had enough. She balled her fists as she yelled, "Well, the proper order is stupid!"

That was the wrong thing to say.

"Stupid? Stupid!" The elder hero yelled, his face turning red with rage. "You call one of our most cherished beliefs stupid!"

"Nigel, please," the Crimson Chin finally spoke, "let's talk about this…"

"You stay out of it!" Wonder Man yelled. "It was your little punk that caused this, so don't tell me to calm down."

No one else saw, but Cleft flinched at this. Guilt began surging inside him. This was happening because of him. Sure, it had been her idea to start this, but he couldn't help but feel he was to blame.

Paying the young boy no heed, Wonder Man turned back to her daughter. "This is it young lady, I'm…"

Whatever he was going to say was interrupted by a large siren blaring. "Villain alert! Villain alert! Escort all heroes-in-training to the bunkers and report to the front line," a mechanical voice announced over the speakers.

Giving an annoyed scowl, Wonder Man turned to her daughter. "Don't think we're finished," he said curtly before leaving the room to join the front lines.

The heroine just stared for a moment before turning to her boyfriend, a stunned and hurt look on her face.

"Trixie…I…" Cleft stuttered as he tried to think of what to say.

"Let's just get to the bunkers," Wonder Gal said, trying to sound brave, but it was obvious she was trying to hold back tears.

* * *

Bender stood at the front of the oncoming army, leading his fellow villains to the Academy. With Crocktopus back at the base, he was commander in the field, which suited him just fine. He needed to get that braced hero back for hurting his son and ruining his plan.

Before he knew it, he was in front of the Dimmsdale Superhero Academy. As soon as it was in sights, heroes began pouring out. The Crimson Chin, Super Principal, Catman, and every teacher the Academy had to offer were all battle ready to fight this invasion. From the distance, he could see other heroes coming. Obviously they had already called in reinforcements.

Giving his trademark grin, he activated the buzz saws in his pack. He then gave the order.

"Attack!"

* * *

The bunkers that the kids were sent to were quite big. Located beneath the dorms, they contained three bedrooms, a fully stocked pantry, and a bathroom.

Wonder Gal was grateful there were separate rooms, because she wanted to have the following 'conversation' in private. As soon as she arrived, she grabbed Fatale and dragged her into their bedroom. Once they were inside, the super strong heroine slapped her former friend across the face.

"Ah!" Fatale yelled, rubbing her smarting cheek. "What was that for?"

"You sold me out!" her ex best friend screeched. "You told my dad that I was dating Timmy!"

"What? No, I didn't!"

"The only ones who knew that we were dating were the eight of us, and you were the only one that had a reason to tell my dad! You were jealous, weren't you?"

"No! Well…yes, but I didn't tell your dad!" the smaller girl yelled, her voice rising higher.

"Then who did?" Wonder Gal snapped back, her fury unrelenting.

"What am I, psychic?" the smaller heroine snapped.

Before Wonder Gal could respond, a rather loud poof was heard from the opposite room, with a large amount of pink dust blowing underneath the door. Their argument forgotten, the two heroines ran back into the main room.

The other students were coughing on the brightly colored dust. Before anyone could clearly see what was happening, Cleft was lifted into the air. Before he could react, he disappeared in a smaller poof.

This alarmed his classmates a great deal. Their panic was raised when they saw the one responsible.

Or at least, most of them were. But Wonder Gal actually found herself being calmed a bit.

"You…" she said. "You're one of those guys that helped me and Cleft against Crocktopus." Indeed, the figure was clad in a white hood that hid its face, two glowing yellow eyes the only facial features available.

"Who are you?" she asked.

The small creature responded by lifting her hood. "My name's Wanda."

Before the fairy could get another word in, Fatale, approached her, bearing her claws. "What have you done with Timmy?"

"He's fine. He just needs to experience an awakening."

Fatale lowered her claws, her confused looks matching her classmates'. "What are you talking about?

"I think it's time the rest of you knew what was going on."

* * *

"Alright, Timmy, step inside," Cosmo said, motioning toward what appeared to be a clear glass sphere. It had a section open, obviously it was supposed to allow someone inside. But Cleft had to look closely to see it. The sphere barely stood out against the room, which was pure white in every form.

"What is this?"

"Well, we wanted to teach you to use magic the proper way, with loads of backbreaking training sessions and putting you in perilous situations even though you're only ten years old. But since the ultimate evil is moving sooner than expected, we decided to cram the whole thing into two hours with this experimental chamber thingy."

"…why didn't we just do this from the start?"

"Because it's dangerous," another fairy answered. This one was standing next to a control panel that the hero-in-training assumed was for the sphere. He had a round face, pointed ears, and purple eyes. "This method is still new. We don't know if it will work right. If it backfires, it could kill you."

Cleft gulped. "K-kill me?"

"Stop worrying, Binky," Cosmo brushed his comrade off. "It'll work. Besides, the ultimate evil is moving now. We need to move."

Upon hearing that, Cleft's bravery came through. "Okay, put me in."

"Glad you agree," Binky said as the boy in red climbed into the sphere. "Jorgen would have my head."

With that statement, the nervous fairy pressed a button at his controls. In an instant the sphere closed itself. Binky pressed another button, and Cleft felt himself floating into the air. Another button was pressed.

And everything went black.

* * *

"You're telling me that Timmy's supposed to fight the most powerful evil in existence?" Wonder Gal asked, completely shocked.

"Awesome!" Muncher Lad said. He visibly flinched at the seven glares he got.

"So when's this awakening thing going to be finished?" A.J. asked.

"In about two hours. But that's the problem."

Fatale looked puzzled. "What do you mean?"

"The ultimate evil is moving now. This mass villain invasion is just a front. Whoever's behind this is acting now."

"What?" was the collected cry of the seven heroes-in-training.

Muncher Lad got a confused look on her face. "How do you know that?"

"We've been watching them like we've been watching you. The point is we have to start the assault on the villain's hideout now." With that, Wanda pulled her wand out of her robes. "Come with me."

The pink haired fairy swung her wand, the tip glowing. In an instant, there was a poof of smoke. When it cleared, the group was gone.

* * *

The eight figures appeared in the middle of a street in what appeared to be a big city. Office buildings surrounded them, each about thirty stories tall. One caught their attention. It dwarfed the others, being a whopping fifty stories tall. It seemed to have a dark, foreboding air to it.

A strange thought occurred among the students. Despite the fact that this was the middle of a big city, there was no one around.

"Where is everyone?" was the first question asked, this one by Princess.

"News of the mass villain gathering has spread. People have gotten off the streets, even here, a few towns over."

"Look," Fatale noted, pointing at a building in the distance. "The Daily Blabbity. We must be in Chincinnati."

"Good eye," Wanda commented. "This is where the villains have set up, right under the Crimson Chin's nose. They are at the top of that building," she said, pointing to the large building they had noticed before.

"Great," Muncher Lad exclaimed. "So poof us in."

"I can't" Wanda sighed. "The villains on top are unaware, but the things they have are giving off so much dark magic it's making me woozy just standing here. I'm afraid you're on your own."

"So...no help from anyone?" Wonder Gal asked feeling a bit defeated.

"Sorry, no."

AJ sighed. "I guess that would be too easy." He looked dejected for only a moment, then looked up with renewed vigor. "Alright, let's get this over with."

Wanda gave a wan smile. "Glad to see you're excited. I'm heading back to our base, but you guys better get started."

With that, Wanda raised her wand once more. She then disappeared in a poof.

Their guide now gone, the seven heroes-in-training turned toward the building and prepared for the fight of their lives.

* * *

"Uh oh," Crocktopus muttered as he saw the security cam footage on the monitor in front of him.

"What is it?" his superior asked. Surrounding him was everything he had collected in the past few months. The Staff of Mega-Negatude, the vial of the Crimson Chin's blood, and what looked like a silver thermos, its contents unknown, sat in front of him.

"It's those meddling kids," Crocktopus said. "They're here!"

"What?" the head villain asked. "They should have been at the Academy! That was the point of the invasion, to keep them there and the Crimson Chin distracted."

"How should we proceed?"

The robed figure thought for a moment. "We continue as planned. Send whatever's necessary to keep them distracted."

The four tentacled villain smiled, revealing a set of hideous, misshapen teeth. "Very well. I think it's time my creations had a field test."


	31. Rebirth: Robotics

A/N: I'm finally getting away from Danny Phantom long enough to update this. Thank goodness it's almost done.

Disclaimer: Fairly Oddparents copyright Butch Hartman, Federator and Nickelodeon. Superhero trademarked DC and Marvel.

* * *

The seven heroes entered the lobby, remaining on their guard for any trouble. They remained ready, slowly crossing the room.

The lobby seemed elegant, with its marble tile floors and walls. The only furniture in the room was some simple chairs in the back and an unoccupied receptionist's desk. Sitting on either side of the desk were two elevator doors. 

They had paused only a moment before the floor started shaking. The seven heroes-in-training stepped back, readying themselves. At that point, the floor started to split apart at the end of the room, revealing a trap door that the desk fell into, the sound of it breaking apart from an impact unnoticed. From that opening, something strange rose up.

It was a large dome, more tall than wide. A majority of it seemed to be made of metal, but the upper third was made of glass, or something equally transparent. In this upper part was what appeared to be a blue mass of energy. Then, to everyone's surprise, the mass spoke.

"So, we meet again. Though I notice your team is a bit…incomplete," it said, with a mix of bitterness and amusement in its voice as the floor closed back up, fitting itself around its capsule.

They all instantly recognized this creature, but it was Sparky who said its name. "Bob."

"That's right, Elmer. I see my proper host seems to be getting along fine, but I still carry a grudge for what you've reduced me to. I'll make you all suffer for robbing me of my body."

At this, everyone seemed amused. "You? What can you do stuck in there?" Wonder Gal asked, clearly not feeling threatened.

"Plenty. For you see, my new living arrangements have given me something even more valuable than a flesh and blood vessel." On those words, Bob changed from light blue to a demonic red. As soon as this happened, the two elevator doors came open, and seven figures stepped in, four from the left, three from the right.

They were robots. Very cheesy looking robots at that, looking like something out of a fifties comic book. They had cube like heads, with round eyes that had digital pupils and a flashing, mouth like part underneath them, with two antennas sticking from the sides of their heads like ears. Their bodies were basically metal cylinders, with two metallic arms that ended in two pronged claws. They had simple legs with box like feet. In other words, they were stereotypically robots in every way.

"Nice, aren't they? They're Crocktopus' own design. My position allows me to control all of them at once. Now, what are you going to do?"

The seven children looked at the small army in front of them…and burst out laughing.

"Those are…those are…" Wonder Gal stuttered between her laughs, "Those are the stupidest robots I've ever seen!"

"What is this, some hokey old comic book?" A.J. laughed as well.

At the laughter, Bob glowed an even more intense shade of red. "Insolent children! You shouldn't mock things you don't understand. Robots, destroy them!" With that, the robots' eyes began to glow a deep red. Immediately afterward, they lunged at their target.

Immediately, the heroes stopped laughing and began to battle. Wonder Gal engaged the first one she came across and began to throw several punches. However, the metallic creation before her proved to be a lot faster than it looked. It dodged the attacks with expert skill, and then threw a few punches of its own. The first two missed, but the third struck the raven-haired heroine on the cheek, sending her back.

As she got up, she noted something. That attack had actually hurt, even with how much her family could endure thanks to their powers. "Okay, maybe they're not so stupid," she admitted to herself before running toward the robot again. She threw a punch. It dodged. It shot its arm forward. She ducked. She tried a sweep kick. It jumped. Amazing, considering its design suggested it couldn't do more than toddle along.

Finally, after several more punches, kicks, and successful dodges, Wonder Gal finally managed to land an attack. The heroine's fist connected with the robot's head, causing it to go spinning.

Immediately the super strong heroine pulled her hand back and shook at, because the attack ended up hurting more than she thought it would. The robot brought its claws up to the side of its head and halted its spin, then threw another punch. The young girl dodged, and then punched its head again. Ignoring the pain coming from her knuckles, the girl hammered away at the creature's head, until finally it flew off its shoulders, only staying connected by a few wires. With that, the girl gave what was left of the machine a swift kick in the chest, sending it back and causing it to crash to the floor, unmoving.

Meanwhile, AJ was fighting with another of the mechanical men. Like the first, it attacked mainly through punches and kicks. However, the diminutive scientist had an advantage. The shields he could generate made up for his lack of speed. However, with every punch that landed on his temporary protection, he felt the strain on his brain.

Fortunately, he didn't have to keep his shields up for long. As soon as he saw an opening, he dropped the shield and fired a mind blast straight at the robot's chest, pushing it back a bit. On a sentient creature, this would cause it to become disoriented for a few moments, but on the lifeless machine it merely caused it to calculate what to do next.

In this case, it was to punch again. But the temporary stop in attacks was all the boy genius needed to muster up enough energy for his next attack. With another well-concentrated mind blast, he fired an attack that struck the robot's arm. This blast had more energy to it, so it blew the mechanical limb right out of its socket.

The machine seemed to contemplate this development for a moment, which gave A.J. all the time he needed to blast the other arm off as well. Then another blast was fired to rid them of the right leg. The robot fell to the ground, wiggling its final appendage uselessly.

While this was going on, Muncher Lad was engaging yet another robot. Of course, being without super strength or any sort of ready projectiles, he had to improvise with his combat. For the first few punches, he merely dodged. However, by the seventh punch, an idea formed. When the next punch came, the gluttonous hero ducked back, then leaned forward and bit down on his opponent's wrist.

It took only a second for the robot to devise its counter action. Its other arm reached, forward, but Muncher Lad pulled back, ripping half of the arm off its owner. With a few more bites, the arm was now scrap inside his mouth.

The robot, angry for the loss of is appendage, lunged forward. This turned out to be a bad move, as the boy began spitting out chunks as projectiles. The makeshift bullets bounced off the robot's torso, creating dents wherever a shot was landed, until finally they penetrated its plating, causing sparks to fly everywhere. When the boy finally stopped, the machine fell on its face.

Sparky was a few feet away, tossing balls of electrical energy at another enemy. However, every blast merely bounced off the metal casing. Still, the electric hero was not going to yield. He fired another blast at its arms. Then another at its legs. Then he tried its head.

Jackpot.

That hit caused the machine to stop and shake for a moment. Realizing that must be where its brain is, Sparky lobbed another blast at its head. However, the machine proved to have a bit of adaptability in it. Realizing what another shot would do, it quickly brought up its arms to block. The blast was absorbed, and the machine continued to lurch forward. The hero fired more, but the robot blocked each time.

Finally, the machine was close enough to punch. So that's what it did. This turned out to be a bad move, as Sparky not only dodged, but jumped up and clamped his hands to the side of the robot's face. Then, he let loose all the energy he could muster, sending waves surging through the metal skull.

When it stopped, the machine fell over. Like its counterparts, it was supposedly finished.

Meanwhile, Sonic was dodging a few punches. He continued moving back, forcing the robot that was serving as his opponent. The super loud hero eventually backed into a wall. The robot, believing him trapped, sent a punch directly at his face.

But the Indian hero wasn't trapped, quite the reverse actually, he was never running, he was leading. When the robot's claw went forward, he went up, doing a very impressive flip above his opponent and landing behind him. Both he and the robot immediately flipped around, but Sonic acted first. He inhaled as deeply as possible and let loose a sonic scream.

The robot flew into the wall, visibly shaking at the assault. The scream continued for a full minute until Sonic needed to breathe again. By the time that happened, the robot had been affected so much that it merely fell into the ground.

Fatale, who wasn't far away, had an even easier time. While getting past the robots punched did present a challenge, it was quite simple after that detail had been taken care of. With one swipe, one of the arms was severed. A second swipe had a similar effect. Finally, one more swipe had the head completely knocked off.

Princess had it only slightly tougher. Her first two beams succeeded in encasing the robot's claws, but that only resulted in giving it a pair of icy gloves. However, the sub zero heroine soon realized a wiser solution. She used her powers to freeze the machine's feet to the floor.

The robot stopped for only a moment, but it was all that the tow-headed girl needed. She summoned an icicle on her palm and fired it straight at her opponent. The attack pierced the machine's forehead. Immediately after this was done, the digital eyes faded.

Satisfied, the seven heroes stepped toward Bob, smug looks on their faces. "If that's the best you can do, you shouldn't be so smug," Wonder Gal gloated.

Then, to everyone's surprise, Bob laughed. It wasn't a simple chuckle, it was a long, drawn out evil villain laugh.

"Um…I know I'm going to regret asking, but…what's so funny?" Muncher Lad asked.

"That you believe you've won so easily!" the evil spirit said, malicious glee clear in his voice.

Before he could reply, Muncher Lad was struck in the back of the head. As he fell to the ground, the class spun around. It was Princess that screamed in shock, but they were all stunned.

The machines were rising. All the cuts and dents they had received were beginning to disappear. Their bodies regained their original shape, and the cuts that had been inflicted were closing up like a fast healing wound. Even the arm that Muncher Lad had chewed off was growing back, like the machines had Gary's regenerative power.

"…How?" Wonder Gal asked as Muncher Lad rose to his feet and jumped back, wanting to avoid another strike.

"Well, during Crocktopus' brief time serving as your teacher, he…borrowed a few things from you, namely…"

"My parents' creations," A.J. finished for him. "Those robots have my family's nanobot technology. That crackpot stole them!"

"And improved them! Now that you know you can't win, why don't you just surrender?" 

The seven heroes responded by getting into battle positions. "No? Well, it's not a problem for me. After all, it makes the experience all the more enjoyable!"

* * *

"Process three percent complete," a computerized voice chimed.

The Staff of Mega-Negatude was resting in a capsule hooked up to a large machine, with so many knobs, buttons, and switches that it was amazing that anyone could work it by themselves. Unless, of course, they had six hands, which is just what Crocktopus had.

When they had discovered the Staff, they were disappointed to find that, without its maker around, it had faded in power. Giving it power again was doable, but it required a large amount of power, and the power surge would certainly be noticed before it was recharged. That, obviously, was the purpose of the mass invasion. By the time the Crimson Chin and his teammates figured out hat was going on, it would be far too late.

Still, the process was long and complicated. Or at least it was after the fifty percent mark. For now, it was quite simple, allowing Crocktopus to monitor his creations on a nearby monitor.

"Hmmm…nanobot response time could be quicker," he noted, jogging the observation down on his notepad. "More armor around the arms would be good as well."

"Yes," his master noted, watching the fight as well, "they are very nice. With a little work, they'll be excellent soldiers. More armor, some long range weapons, and some way to get nanobots working faster."

"Yes sir. If I could find some way to mass produce the nanobots, we'd have an entire army by now."

"Even so, this might be your greatest idea yet."

At that, the eight limbed scientist shifted a bit, looking a bit unsure of how to go on.

"Something wrong, Doctor?" his superior asked in a mix of authority and curiosity.

"Well…" the mad doctor began nervously, "I did have an idea for a new genetic experiment, but I wasn't sure if I should make it."

That confused his boss. "Why not?"

"Well, if it succeeded, it would be very powerful," he explained as one of his tentacles snaked into his cloak, pulling out a rolled up blueprint. "Maybe too powerful to control easily," he finished, unrolling the plans and holding them in front of him.

The cloaked villain looked over the plans, his bright red eyes visibly getting wider under his cloak. "Crocktopus…this is ingenious…and dangerous."

"I'm aware. Which is why I was going to ask your permission before going forward."

The cloaked villain was quite for a moment. "Any failsafe to keep it in line?"

"I am working on one," the doctor said.

After another moment, the villain spoke. "You may proceed with it after today. It doesn't matter anyway. Once I'm back to full power, no one will be able to stop me…no one!"

* * *

"Process four percent complete," another computerized voice said. Binky sat at the controls, nervously doing his job and hoping he wouldn't do anything that would incur his superior's wrath. Meanwhile, Cosmo and Wanda were floating in front of Timmy's capsule, watching him sleep.

"Do you think this can get done in time?" Wanda asked.

"Come on, I hardly think at all," Cosmo piped up, with a gleeful tone that suggested that he was unaware of the consequences of failure.

Wanda just shook her head and returned her gaze to the sleeping boy. It was surreal, knowing the future of the world depended on such a young child. The fate of everything depended on a ten-year-old boy defeating the most powerful evil known to any creature.

"We're doomed," the female fairy sighed.

* * *

Wonder Gal punched the robot again, knowing it would do no good. All the students were attacking, but without any progress.

"Just give it up," Bob demanded, "you can't defeat me! I control them all, and you'll tire before they will!"

"Wait a minute," A.J. said, putting a shield in front of him to stop his opponent. "You are acting as their brains, aren't you?"

A.J.'s mind raced. After a few seconds he hit the robot with a mind blast. Then he turned toward Bob and fired a mind blast straight at his clear casing. The attack caused a large crack to form.

"Hey, what are you doing?" the evil spirit demanded.

Catching his drift, Sonic and Sparky knocked their opponent's away, then turned toward the mastermind and fired their attacks. The glass cracked farther.

"Stop! Stop!" Bob demanded.

The students paid no heed. Muncher Lad fired a blast of debris at the cracks, deepening them. Then, Wonder Gal and Fatale jumped up on the case and, with one swipe and one punch, shattered the barrier between them and their true opponent.

"Why you, I'll…" Bob began but he never finished. This was because Princess aimed a blast of ice directly at the opening. The beam traveled into the case and did its job.

"Ahhh! Brain freeze! It hurts!" the spirit cried. Before long, the evil entity was completely frozen.

"…Well that was easy," Muncher Lad commented. "Though I still have a headache," he muttered, rubbing his head.

"I'm going to get Crocktopus for this," A.J. muttered. "That's my family's tech he stole."

"We better keep moving," Wonder Gal said. "Come on, we have to hurry."

* * *

"Blast! My robots! They were defeated so easily," Crocktopus whined.

"Which is why they were prototypes," the cloaked villain said. "It doesn't matter. Besides, didn't you also finish another genetic creature?"

At this, Crocktopus grinned. "Yes. Perhaps I should give him a field test as well."

* * *

A/N: BTW, the robots Bob controlled were from Future Lost. Just in case you didn't catch that. 


	32. Rebirth: Multiply

A/N: Well, here's chapter thirty two. BTW, I know the new villain is based off a villain from the Teen Titans TV show, but considering that all of the main heroes come from DC and Marvel heroes I figure I'm alright.

Tommy Numerous Tom Sawyer

Disclaimer: Fairly Oddparents copyright Butch Hartman, Federator, and Nickelodeon. Superhero trademark DC and Marvel Comics. Rudy Reed and Sammy created by Amras Felagund, used with permission.

* * *

"Huh…huh…why couldn't we have just taken the elevator?" Muncher Lad complained.

"Because it's highly likely that the villains have control of it," A.J. said as the seven heroes ran up their fourth flight of stairs, "and I don't know about you guys, but I'd rather not let them trap us in a small area like that."

"Easy for you to say, you can _float_!" the gluttonous boy complained.

"That's why you should train more," Princess muttered. "Now pick up the pace before…whoa!"

The tow-headed heroine uttered that last cry as she screeched to a halt with the rest of her class. As they reached the fifth floor, they found that the stairs that should have taken them higher up were completely gone, as if someone had magically made them disappear.

"Well, it appears that someone was expecting us," Sonic mumbled. "We must find another stairway on this floor."

"Can't you and A.J. fly us up there?" Muncher Lad asked.

"Only one at a time, and we could be caught off guard then," A.J. pointed out. "We need to go through this floor."

"Where there's probably a trap," Wonder Gal said. "I don't know about this."

"Remember what the Chin said, 'United we stand, divided we fall.' If we were to fly up there one at a time, those we leave up there could be attacked. We stand a much higher chance of survival if we stay together."

"I guess I can't argue with that," the Asian sighed. "Alright, stay on your guard, they're definitely going to have something waiting for us."

Taking a deep breath, the super strong heroine opened the door leading to the next floor. She expected a terrifying figure to be waiting on the other side.

That's not what she saw.

She saw a boy. He had messy black hair, dirty from weeks without washing it. He had incredibly crooked teeth and a dirty face, like a child who had failed to clean after playing outside. He was wearing a red jumpsuit with multiplication sign on its chest, and black trimming.

"Well, what's we got here? Crocktopus done told me that there was some troublemakers on their way up," the boy asked in his hick-like accent.

The group of heroes paused for a moment…then laughed out loud.

"You're what Crocktopus sent to stop us?" A.J. asked, wiping away a tear.

"Sure as shooting! The name's Tommy Numerous, and I'se his greatest cre-a-tion."

"Well, he doesn't make things as…put together anymore, does he?" Sonic noted with amusement.

Tommy simmered. "Bubba…"

With that word, something unusual happened. Two arms sprouted out of Tommy's sides. As surprising as that was, it just got stranger. The arms continued to grow at their bases, forming bodies and heads exactly like the original hick's. Finally, these growths separated from their host, resulting in two perfect clones standing on either side of their creator. Immediately afterward, it happened again, with each Tommy growing a new copy, until six perfect versions of the boy were standing at attention.

"You just opened up a six-pack!" the Tommys said in unison. With that, five of the six boys jumped forward, multiplying to even more copies of themselves as they went.

* * *

"Ten percent complete," the computer chimed.

Crocktopus didn't hear it. His superior did, but didn't acknowledge it. They were both immersed with the fight on the monitor.

"Excellent! He seems well suited for combat," Crocktopus noted.

"Indeed," his superior noted. "Couldn't you have made him smarter, though?"

"Afraid not," the doctor sighed. "In order to have enough brainpower to keep the clones effective, the intelligence had to be sacrificed."

"So…not quite a success?"

"Yes. Still, he could still be useful."

* * *

By the time the small army of Tommys had reached the heroes, six had become a dozen, then twenty-four. They proceeded to tackle their opponents to the ground. Of course, the seven heroes in training took the appropriate course of action.

Wonder Gal promptly punched the Tommy that had been foolish enough to attack her. With that one attack, the Tommy evaporated in a cloud of red dust. Immediately afterwards, two more copies attempted to pin her arms down, but they were nothing compared to her superior strength. She lifted them both up and slammed them both together like a pair of cymbals. However, they were immediately replaced by more copies, which kept dog piling onto the young heroine, more to her annoyance than anything.

"Gosh, you'se purtyer than mayonnaise oozing out of a Spam sandwich," one said with a hungry look in her eye. He was immediately rewarded with a punch to the cheek that caused him to evaporate.

Meanwhile, A.J. had put up a mind shield that blocked the Tommys attempting to tackle him. While the initial wave bounced off, even more came, constantly slamming against the barrier. Already the boy genius was feeling strained. Finally, he dropped the shield, allowing several of the uncouth villains to leap onto his chair.

"Look at all these fancy lights," one of them commented.

"What's this button do?" another asked, fiddling with the controls.

"Hey, stop! Don't play with that! Wait!" he cried, but the damage was done. His chair rocketed off the floor and across the room, right into a wall.

Meanwhile, three more Tommys attempted to tackle Muncher Lad, who responded by burrowing into the ground. Not being too bright, the trio peeked into the hole. They were greeted with a barrage of debris to their faces. The hooded hero leapt out of the tunnel he had created and chased his attackers of by firing the remaining debris in his cheeks.

Once his ammo had run dry, his radar picked up a Tommy sneaking up behind him. He quickly tried to dodge his attacker, but wasn't quite fast enough. The copy got him on the leg, sending him to the floor. Before he could recover, two more enemies surrounded him, grinning evilly. With little he could do, he braced himself as the three hillbillies began to punch and kick him.

No more than five feet away, Fatale wasn't doing much better. While she managed to hold out for a while, slashing any Tommy that dared attack her, it wasn't long before two of them snuck up behind her and grab her arms. With no way to defend herself, she struggled as a third Tommy walked casually in front of her. Giving an insincere smile, he began to punch her repeatedly in the stomach.

Sonic had similar success. While he was able to hold his own for a while, it wasn't long before the ever-expanding army of Tommys enveloped him. He desperately tried to escape by flying upward, but the villains, showing remarkable teamwork, stacked themselves on top of each other and grabbed him by the leg. Immediately, he was pulled into a sea of red, with countless opponents punching and kicking him.

Princess was doing better. Her blasts of ice froze many of her opponents solid, but there were simply too many to combat effectively. When they enveloped her, which had happened three times by now, she summoned a small snowstorm, and used her opponents' temporary blindness to retreat to a safer position before continuing to freeze the seemingly endless barrage of soldiers.

Sparky had, by far, the most effective weapon for combating the wave of Tommys coming after him. His electrical blasts were just as effective as any other weapon, but whenever he was dog piled, running a few hundred volts through his body usually provided more than enough incentive for his foes to get off. Still, even with such an effective weapon, he couldn't keep fighting forever. He'd eventually run out of energy, and Tommy's duplication powers seemed endless.

Somewhere in the melee, the real Tommy grinned. It was only a matter of time.

* * *

"Awakening is fifteen percent complete," the fairy computer rang.

Cosmo, Wanda, and Binky watched the boy float unconsciously in the capsule. All the fairies were growing quite impatient, nervously floating as the world's only hope for salvation floated before them.

"Can't this thing go any faster?" Wanda complained.

"I'm sorry, I'm going as fast as I can!" Binky whined. "Unlocking long dormant magic isn't as easy at it looks, you know."

"If we don't hurry, whatever those villains have planned will happen before Timmy's ready. I sure hope this thing can get the job done…"

* * *

A.J. had had enough. The constant barrage of Tommy's punching and kicking him had become unbearable. With a sudden burst of strength, he summoned a mental shield that pushed the army of hicks off of him, flinging him across the room.

Fortunately, the shield expanded into two other gatherings of Tommys on either side of the boy genius, causing a few of them to get knocked over. The remaining soldiers paused their attacks for a few moments to see what had just happened. This was all that was needed for both Muncher Lad and Fatale to escape from the constant attacks.

Both of the young heroes rushed to their comrade's side as the army began to regain their bearings. "Man, there's just no end to these guys," Muncher Lad noted.

"Hey, maybe if we found the real Tommy and defeated _him_, all these copies would just disappear," Fatale suggested.

A.J. rolled his eyes. "And how exactly do you propose we do that?"

"Good question…wait, you can read minds, can't you?"

"Yeah, but I run the risk of giving someone brain damage by doing that."

"We're going to get body damage if we don't do something!" Muncher Lad yelled as the Tommys began advancing.

"Dude, that line was lame," the scientist said blandly.

"Whatever, just hurry!" the gluttonous boy shouted.

"Alright, but I need some time," he said, floating back until he was against the wall. "Cover for me!"

His two classmates nodded and jumped in front of him, ready to defend their last hope. It wasn't long before they were punching, kicking, and slashing at the ever-marching forces. This time, they had a bit more of an advantage since they couldn't be snuck up on, but it didn't really matter to Tommy. He knew they couldn't keep it up forever.

"Gosh, youse powerful stupid ifin y'all think that…hey, what's that fella doin'?" one asked, noting A.J. The big headed scientist had just been floating there with his eyes closed, an aura of blue energy surrounding him.

Now Tommy, despite his dialect, was more intelligent than Crocktopus gave him credit for. After a few seconds, he realized that the reason for the lack of movement had to be because of part of a plan.

"He's doing stuff! Stop him!"

But it was too late. A.J. opened his eyes, having found his target. He immediately floated up to the ceiling, allowing him a view of the battlefield. Then, wasting no time, fired a mind blast out of his brain. The strike hit a seemingly random Tommy in the side of the head.

However, when this Tommy grabbed his temples in pain, the remaining villains did the same, flickering out of view for half a second before returning to normal.

This was all that was needed. Fatale, ever quick on her feet, dashed through the crowd until he was in front of the real Tommy. Wasting no time, she sunk her claws into his ribs.

That did it. Tommy gasped in pain, and all of his copies disappeared in a cloud of red dust. A second later, the heroine removed her claws, allowing the hick to fall to the floor.

As her teammates walked over, Fatale took a cloth from a pocket in her uniform and began cleaning Tommy's insides off her claws. The class looked as the villain struggled to get up. Wonder Gal prevented this with a blow to the back of the head, effectively sending him into unconsciousness.

"Let's keep moving," the super strong heroine said. "I want to get up there before they send anything else after us."

* * *

"Blast! My creation's been defeated!"

"Twenty percent complete," the computer rang in.

"Disappointing. Oh well, dispatch the kids and Vicky to deal with them."

The four-tentacled scientist blinked. "All of them?"

"Numerous and the robots had a good test run, but the game's over. Send out everyone and crush them."

* * *

"Awakening twenty one percent complete," the fairy computer chimed.

"Ooh, Blackjack!" Cosmo said happily.

Wanda rolled her eyes.

* * *

Five floors later, the seven-member team had found the stairway gone once more. With little choice, they entered into the fifteenth floor.

As they expected, there was something waiting for them. Even so, what they saw made them gulp.

Gary and his team were waiting. Nega Cleft, the Bull-E, Wendell, Stop, Go, Ace, Aurora, and Scorch all stood ready. This sight would have been terrifying enough alone. However, add to that the fact that Vicky was standing behind them, claws ready, made the situation all the more terrifying.

Gary smiled as he readied his staff. "Nine against seven? Now those odds I like." With that, the nine villains leapt forward.


	33. Rebirth: Resurrection

A/N: Goody, new chapter.

Disclaimer: Fairly Oddparents copyright Viacom, Nickelodeon, Billionfold, and Butch Hartman. Superhero trademark DC and Marvel. Aurora and Scorch created by Amras Felagund, used with permission.

* * *

Two hours.

That's how long that battle raged. Two long hours.

For those hours there was nothing but several attacks, the sounds of weapons finding their marks, and the distinct sound of steel claws clanging together.

When the battle first began, Fatale and Vicky found each other in the melee. Neither had spoken a word to each other, they just unsheathed their claws and plunged back into their three-year battle. The elder sister had already ordered her comrades to leave her sibling to her. None of the heroes needed this message; they knew it was between the two of them.

The two sisters continued to battle, their claws clanking against each other. Vicky wasn't using her magic powers. No, she was going to show how much stronger she was by following her Master than she could have ever hoped to be by going to a hero school. Fatale, however, was as fierce as ever. All the pain she had felt over the years was being let out in a very violent manner.

For everyone else, however, it was all business. Eight against six was not good odds, but the heroes had certain advantages. For starters, the superior numbers the villains possessed made them too cocky. Secondly, and most importantly, was the fact that defeat had not made the young henchmen any smarter.

Even though he had the greatest brute strength, Bull-E was the first to fall due to sheer stupidity. The very same combo worked again: a blast of ice from Princess, then a blast of lightning from Sparky. The genetic experiment was down and out within ten minutes.

Unsurprisingly, Wendell was next to fall. While he fought with all his strength, he got careless, allowing Sparky to hit his pack. With it as scrap, all it took was one punch to knock him out.

For the rest, however, the battle was fierce. After two long hours both sides were fatigued, but still going strong. Once their numbers were even, the battle had entered a stalemate. Still, after the battle had been waged for a while the tide inevitably started to turn.

Gary and Wonder Gal remained locked in battle. The heroine chose the regenerative child to battle because she could battle him at full strength without the worry of becoming a murderer. No matter how much he broke his bones, cracked his skull, and dislocated his joints, the dark doppelganger always sprung back for more.

AJ and Chester chose Stop and Go as their targets. Even with the sides even, the two villains were quite formidable as a team. They had apparently learned to better coordinate their attacks as a team.

Sparky was having it out with Scorch. As the two elements did battle, it was a wonder that they hadn't burned the building down. Electricity and fire did an elegant dance as the two struggled for dominance.

Aurora was angry. Oh how she would have loved to battle her cousin to the finish. But Gary had claimed her first, and Sonic had attacked her before she could object. Wonder Gal had wanted to talk to her, to see if she could persuade her to leave the path she had chosen, but now wasn't the time. The highest priority was stopping whatever was happening now. If that happened, then evil would rule, and there would be no hope of convincing her she had chosen the wrong path. So, she battled Gary while allowing her teammate to take her cousin down.

That pairing left Princess to do battle with Ace. The sharpshooter was quick, but the ice caster was quicker, and a makeshift ice shield blocked every laser lobbed at her. However, the villainess knew her opponent couldn't keep it up forever. Indeed, the towheaded heroine was already showing signs of fatigue. It was only a matter of time.

* * *

"Ninety five percent complete," the computer rang.

"Yes…yes!" the leader yelled, his red eyes narrowing under his hood. "Finally, after two long years…my rebirth!"

"It's a good thing it's almost finished," Crocktopus noted, "I don't know how much longer my students can keep battling. Of course, they should have been finished detaining them by now, but capture was next week's lesson. Oh well, it doesn't matter now. I'll just be sure to assign them extra homework."

His master didn't mind his second-in-command's ramblings. On the contrary, standing for two hours in anticipation was boring, and something to make the time pass was welcome.

"Yes, you best finish tweaking your lesson plan, because the first thing I'm going to do is turn all of those academies into Academies of Evil! Just think, several schools, readying new armies for me!"

"Indeed, it sounds efficient," the magical scientist noted. "But perhaps we're getting ahead of ourselves. We best concentrate on the here and now."

* * *

"Awakening is ninety-nine percent complete," the fairy computer chimed.

"Good, it's almost done," Wanda said with a sigh of relief. "It's a good thing too, I can sense that dark power growing."

"I'll get ready for when he wakes up," Binky informed, pressing a few buttons on the console.

"Cosmo, did you get the wand ready?" the pink haired fey asked.

"Right here," the green haired fairy said cheerfully, holding said item up. Unlike your typical fairy wand, the wand meant for the currently dazed hero was a simple black rod with a white tip. It looked like a prop that a slight-of-hand stage magician would use.

"Reawakening complete. Commencing release," the computer spoke its last sentence. With that, one section of the sphere opened up. Immediately afterward, the brown haired boy tumbled out, hitting the plain white floor with an audible thud.

Cleft's eyes opened…and he gave a shout of pain, clutching his sides in pain. "It burns!"

"Your body is adjusting to the magic," Wanda explained, rushing to the boy's side. Now, Cleft may have been a trained warrior, but he was still just a child. Therefore, when he was in pain like he was now, he could do nothing but clutch his sides and scream in pain, tears running down his face. Despite herself, Wanda's maternal instincts took over, and she began gently stroking the boy's hair. "Don't worry, sweetie, the pain will go away in a moment."

True to the fairy's word, the intense burning began to subside. Cleft stopped screaming, but it was clear he was still in pain. When this happened, Wanda knew they had to get moving, but it still took all her professionalism to override her natural instincts. "There isn't enough time, we're just going to have to give you a crash course in how to control this. We better hurry, something tells me we're low on time."

* * *

Go ran at top speed, dodging the mind blasts AJ had been sending out. As he ran, he turned to his opponent and gave a taunting face.

Then, suddenly, he realized he wasn't going forward even though his feet were still moving. He looked down and was shocked to see he was a foot off the ground.

"You can't run without friction," AJ explained as he used his brain to levitate his opponent off the ground. He then flung him, rather harshly, into Stop, who was too busy concentrating on Muncher Lad to block or avoid. The two of them stumbled across the floor until they hit the wall, getting knocked out in the process.

Scorch and Sparky continued to lob shots back and fourth. This continued until a lightning blast hit the fire-caster's right hand. He screamed and grabbed his hand, allowing himself to be open for another bolt to the chest. Scorch flew back, and when he hit the wall, he was unconscious.

Sonic did a few loop-de-loops in the air, avoiding the blasts of light that Aurora was shooting out. It was both tiring and nerve-wracking, as he was always only one step ahead of the attacks. Finally, he couldn't dodge one, and it hit him in the back, knocking him out of the air and sending him to the ground.

Giving a malicious smile, the light-bender walked up to her fallen opponent. This turned out to be a bad move, because as she got close Sonic jumped up and gave his fiercest yell. The immense shockwaves sent the girl flying off her feet and into a wall. Getting on his feet, the Indian hero smiled. "In my country, that is referred to as 'playing possum'."

Princess, too, was cutting it close with defending herself. Ace was an expert markswoman, and she never missed. She was, however, blocked, and the ice-caster's ice shields prevented any attacks from connecting. Unfortunately, Princess did miss, and every beam she shot was elegantly dodged.

After awhile, Ace began charging toward her opponent. Princess, being smarter than a lot of people gave her credit for, got an idea. She shot a beam of ice, causing her enemy to jump to one side to dodge. However, much to the villainess's surprise, her feet slid out from beneath her, causing her to land on her back and go sliding forward. This is because Princess didn't shoot Ace herself, but the floor in front of her, causing her to slip. The brown-haired girl slid right to her opponent's feet a mere second before becoming frozen solid.

With that, Princess looked across the room to see Wonder Gal still in battle with Gary. At that point, the raven-haired heroine punched the dark doppelganger in the cheek so hard that his neck turned a full one-eighty degrees with an accompanying snap. As he started on what would surely be a long list of curse words, Princess shot a beam across the room and straight at the regenerating villain. It took a few seconds, but eventually the head of the evil class was frozen as well.

That only left Vicky, who was too busy with her sister to notice her comrades had fallen. This changed when a bolt of lightning struck her in the back, shocking her. Both a beam of ice and a mind blast, sending the teen villainess stumbling, followed these attacks. Sonic flew in and punched her in the face. Before she could recover from that, a shower of debris struck her chest, sending her back. Wonder Gal then ran in and punched her in the stomach. Before she could even register this, her younger sister jumped forward and gave her one final slash across the chest.

The red haired young woman now known as the Baby Shredder stumbled a bit before falling to the floor, her world turning black.

There were a few tense moments of silence before Wonder Gal spoke. "We better get moving. Whatever the villains are up too is probably almost finished."

* * *

"One hundred percent complete. Staff is now fully charged and in sync with the target. Commence mixture."

"Yes!" the villain yelled. With that, he tore off his cloak.

What was underneath would be a bit of a surprise. It seemed to be nothing but black smoke, with projections of glowing red eyes and a mouth of razor sharp teeth as its only features. "Finally, after two years, it's here."

Crocktopus smiled. "Indeed, Master," he said, picking up the silver thermos. "One canister of dark energy!" he exclaimed, twisting the top off. Once that was complete, he dumped the thermos onto his boss. Its contents were a dark, thick liquid. Despite the villain being nothing but smoke, the substance seemed to stay on him, causing his eyes to burn a brighter shade of red.

"The blood of the reverse!" Crocktopus shouted, holding the blood of the Chin above the villain's head in one of his tentacles. With that, he crushed the vial, causing the blood to drip down onto his boss, causing his eyes to glow brighter.

"And finally, the Staff of Mega Negatude to cause the two elements to respond appropriately!" he said, grabbing the Staff from the machine and holding it up. The gem glowed a dark color, causing the villain to shake.

At that point, Wonder Gal and the other heroes burst in. "Hold it!" the girl shouted before she fully took in the scene. "What the…"

"You're too late, kiddies!" Crocktopus said maliciously as his boss began to change.

The mysterious villain's form began to become solid. From the bottom a pair of legs, strong and covered in black spandex, formed, stomping the floor and creating cracks in the tiles. At the sides, two muscle-covered arms emerged, both covered in the same black spandex. And at the top, a head began to form…with an extra large chin.

The kids stood in shock as the figure in front of them took shape. They all recognized it immediately. It was one none of them had seen in person, but all recognized. It was a figure that was infamous around the world, one that left ruin wherever he went, one whose mere name sent shivers down the spines of even the bravest hero.

Standing before them, completely recharged and reborn, was the Nega-Chin.


	34. Endgame: Return

A/N: Here's the next chapter. by the way, my new job results in a 70 hour work week, so...yeah, updates will be slow this summer. But I'll try to get it done soon.

Disclaimer: Fairly Oddparents copyright Nickelodeon, Butch Hartman, Viacom, and Federator. Superhero trademark DC and Marvel.

* * *

For a few moments, the seven heroes-in-training just stared in horror at the sight before them

For a few moments, the seven heroes-in-training just stared in horror at the sight before them. The Nega-Chin, who had taken down several heroes when they were at their peaks, was standing before them, very much alive. It was every hero and civilian's nightmare, the most powerful villain and mass murderer in history wasn't dead. He never died.

After a moment, Crocktopus bowed at his feet. "Master, it is great to see you back at full power!"

"Please, Crocktopus, for a loyal friend like you the usual requirements aren't needed. Just hand me the Staff."

The eight-limbed scientist did as he was told. Gripping the staff in his fist, the Nega-Chin shook it around, allowing sparks of dark magic to crackle at the tip. He gave a satisfied smile before turning to the seven children watching him in fearful awe. Realizing his eyes were on them, they got into battle stances.

As a result, the Nega-Chin burst out in laughter. "You really are stupid if you're really going to fight me. You have no reason to, anyway; I'm doing this all for kids like you."

That statement caught the kids off guard, but they didn't lower their defenses. "What do you mean?" Wonder Gal demanded.

"Haven't you paid any attention to what my soldiers have been saying?" the villain asked. "I'm trying to restore the natural order. Centuries ago, humans lived by the natural law, that the most powerful rule. That's the way things are meant to be. As super-powered beings, we have a duty to rule over ordinary humans. I put my universe in order, then came here to do the same, but my goody alternate got in my way.

"During that fight, years ago, my body was ripped apart, but I was powerful enough to survive in spirit. Crocktopus, who took the helm of my operation in my absence, rescued that spirit. Before then, he recruited followers like Vicky and Bull-E, but now he had to be the acting commander until we could complete a ritual. Slowly, but surely, we found what we needed. That massive invasion was just to make sure no one noticed the power draining that we needed to power my new toy here," he explained, waving the Staff.

"By now, most of the heroes gathered are too tired to take me. I'll destroy them, but not you. I need the youth to help me establish my rule, to carry on my legacy. So don't fight me, kids, embrace me. I'm the future, _your_ future."

The kids were silent a moment before Wonder Gal spoke. "My dad was right…you _are_ insane."

The Nega-Chin cocked an eyebrow before lifting the Staff. With a flash, seven bolts of lightning flew out and struck the seven kids in the chests, knocking them to the floor. But the attack didn't stop there. The dark energy then changed from lightning to bands, wrapping around each of them, binding their arms to the side.

Angrily, Wonder Gal tried to get up, but felt very weak, like all the energy was being sucked right out of her.

"It looks like I'll have re-educate you. That will be my first priority after destroying…wait, where is the boy? Where's the Chin's ward?"

"He's not here, you'll never find him," Wonder Gal said bravely.

"No matter, he can't hide forever," the Nega-Chin brushed it off. "He'll show up to help the Chin during the fight, and I'll wipe him out. Yes, killing those two will definitely make this the perfect day."

"Should I teleport the kids to our real base?" Crocktopus asked.

"No, save your energy. You'll need it to heal our comrades that got hurt in battle. They aren't going anywhere. We need to get to the battlefield."

"I'll teleport us there," the techno-sorcerer offered, powering up."

"Please, Crocktopus, you've done so much, allow me," the Nega-Chin offered, powering up the Staff. In a flash of dark energy, they were gone.

* * *

It had been quite a battle. Half of Dimmsdale was in ruin, but fortunately the city had been evacuated without any serious injury. Still, the battle had been in a stalemate, looking like it would go on for days.

It might have actually gone that way, if something hadn't happened. The sky became dark, and a deep sinister laugh poured over the arena, loud and deep enough to be heard over the roar of battle. Instantly both halves stopped, though for different reasons. The laugh was known by nearly all present. To villains, it was a sign that they were saved, but for heroes, it meant a very good chance of death.

Indeed, seconds later a dark portal opened up in the sky, and a terrifying figure emerged, followed closely by his second-in-command. Blood ran cold in the veins of every hero, as they witnessed the return of a true monster, and a herald of death.

* * *

Wonder Gal struggled against the band that was wrapped around her, but to no avail. The more she moved, the more it seemed to suck the energy out of her. She finally stopped to rest, blowing a strand of hair out of her face. It looked like there was nothing to do but wait to be rescued.

Fortunately, she didn't have to wait long. At that moment, there was a poof of pink smoke, catching the attention of the captive students. When it cleared, a very welcoming figure was standing in the room.

"Timmy!" they all shouted as they saw their de facto leader.

His girlfriend was probably the happiest to see him. "Man, am I glad to see…what are you wearing?"

Indeed, the brown haired boy wasn't wearing his usual uniform. Instead, he was wearing a red tuxedo, very gaudy looking in Wonder Gal's opinion, with white trimming, including white gloves, cuffs with black cufflinks and a bowtie with white dress shoes. Topping it off was a white top hat with a red band. In his hand was a black rod with a white tip. He looked like a slight of hand stage magician rather than a hero.

"The fairies thought that now that I have powers, I should get a new identity," Timmy explained as he leaned down to his girlfriend. From inside his tux he pulled out a golden disc and pressed it against her chest. Instantly she glowed a gold aura, and the band binding her dissipated.

The heroine got to her feet and found that the disc remained stuck to her chest. She noticed she felt…energized, like she had grown much stronger. "It's a badge of light energy," Timmy explained as he repeated what he had done to Muncher Lad. "They'll protect us from the dark magic the Nega-Chin will be using…for a while anyway."

"Whoa, whoa, you want to go fight that guy?" A.J. asked as Timmy attached his badge. "We'll get slaughtered if we do!"

"We will become enslaved if we do not," Sonic pointed out as he waited for his own badge.

"How are we even going to fight that thing?" the boy genius asked. "We're talking about a guy that an army of heroes had to fight to take down. What chance do we have?"

"Well, those badges will also enhance your strength," Timmy said as he finished releasing his friends. "They won't last long, but it's the only chance."

"You're making it sound like we have to do this," the scientist said, banging the armrests of his chair.

"We do! If we don't, the Nega-Chin's going to kill every hero at the battle in Dimmsdale, including all of your parents, then he'll work on killing all the others, then he'll enslave all the Academies around the world and use them to brainwash every hero-in-training to make an army of super villains, game over, he wins. You really want that?"

A.J. was silent for a moment. "I guess we really have to," he admitted.

"So what do we do?" Sparky asked.

"I'll teleport us there with my new powers," Timmy explained as he reached back into his tux and pulled out a red mask like the one he wore in his Cleft identity and wrapped it around his head, concealing his identity. "We'll give it all we got and hope that's enough."

"Brilliant," A.J. muttered as his friend readied his wand. With a poof of pink smoke, they were gone.

* * *

The Nega-Chin's orders were simple. After he arrived he allowed his followers to return to their base and rest while he finished the job. Only Crocktopus remained, being rewarded for all his hard work by being allowed to watch the show.

Fortunately, none were killed. Even with the immense power, the numbers of his enemies were so great that he could only seriously hurt them, and then finish them off. It was a short battle, because he could back his claims. Within minutes the army of heroes were down, all either unconscious or too weak to move.

"Ah, I almost forgot how fun this was," the Nega-Chin said. "But enough pleasure, time for business," he said, casually flying over to the unconscious Crimson Chin. He picked up the fallen hero by the neck. "I could use the Staff, but I prefer a more hands on approach," he said as he prepared to snap his neck.

"Hold it!" a voice shouted. Puzzled, both the Nega-Chin and Crocktopus turned.

Eight heroes-in-training with determined faces were staring at him.

After a few moments, both the Nega-Chin and Crocktopus burst out laughing like they just had heard the most hilarious joke in existence. Once it subsided, the head villain just smiled. "You're actually trying to fight me? That's so cute. Oh, and look, the mini-chin has a makeover. I recognize you, even with that new costume."

"We're here to stop you," Timmy said simply.

"Oh, that's rich," the villain said. "I'll think I'll put an end to this…now!" With that, he waved the Staff, sending a wave of dark energy at the class.

That wave dissipated on contact with the intended targets.

"What the…" the Nega-Chin began, in a rare moment of surprise.

"Sorry, that won't work anymore," Muncher Lad said, trying to sound braver than he felt.

At this, the Nega-Chin shrugged. "Oh well. Crocktopus, take this," he said, offering him the Staff as if it was the most casual thing in the world. "Go back to the base and guard this, get our forces ready for the new order. I'll join you shortly."

"Yes sir," the sorcerer said before disappearing in a flash of blue energy.

With that, the Nega-Chin turned back to the kids, cracking his knuckles. "It's been a while since I was able to have some fun. I didn't get a chance to enjoy myself with the adults, so I think I'll take your attitude adjustment nice and slow. You'll realize my ways are better soon enough."


	35. Endgame: Rampage

A/N: Now that the summer job from heck is over, I can write again! Here's the next chapter!

Disclaimer: Fairly Oddparents copyright Butch Hartman, Federator, Nickelodeon, and Viacom. I don't own it.

* * *

It took Timmy a few more seconds to realize his situation. He was going up against one of the most powerful creatures to ever walk the Earth. Even though he knew it had to be done, he was beginning to see just what he was up against. He concluded he must be suicidal.

He expected the Nega-Chin to charge forward immediately, but instead he spoke once more. "By the way, what do you call yourself in that getup?" he asked, pointing to the lead hero.

"Call me…the Masked Magician," he answered confidently, sounding braver than he felt.

"Well, sorry to disappoint you, but you won't get much of a chance to use whatever powers you managed to dig up. You see, I'm aware of the prophecy that a child with great powers would be the one to defeat the greatest evil. I can't risk it, so you'll have to die. Of course, I could tear you apart with my Nega-Vision, but I like to personalize my slaughters."

With those final words spoken, the fearsome villain charged forward, moving so fast that he couldn't be seen until he was right on top of them. Smiling, he belted the Magician across the face.

The young boy had never felt such a painful attack. He flew backwards, past his friends, and into a pile of debris. It happened so fast that the young boy didn't even know what attack had hit him.

The seven other heroes looked at where their leader had fallen. Then Wonder Gal, who wasn't about to let an attack on her boyfriend go unpunished, mustered up all her strength and punched the Nega-Chin on the cheek as hard as she could.

She immediately wished she hadn't. She pulled back, waving her hand around to try and shake off the pain. The villain was so powerful that punching him hurt her more than him. It felt as though all the bones in her fist had broken.

Nevertheless, the attack stunned the Nega-Chin, not because it was particularly painful, but just because he was amazed by something: he had felt that.

It had barely hurt, like a slap on the cheek would feel to a normal person, but that was the thing. It shouldn't have hurt at all. He was so powerful, and a mere child had thrown an attack that he had felt. How could that be possible…?

Then, he noticed the badges the children wore. With that he pieced it together. His power was dark, almost completely. The badges were light, which could always at least damage dark, no matter how insignificantly. Oh well, small consequence. He would beat them all.

During his thoughts most off the class was too stunned to do anything. Finally Wonder Gal, shaking off the pain at last, jumped up and gave a roundhouse kick to the side of the head.

It never reached its destination, because the Nega-Chin decided it was worth blocking. He caught the girl by the ankle, then pulled her off the ground and slammed her into the dirt.

Before the attack could be followed up, the others finally got their bearings and the nerve to attack. Princess fired a beam of ice at his torso, which held for a moment before shattering under the villain's superior strength. Then he tossed Wonder Gal at the tow-headed heroine, causing them both to fall.

Following that, both AJ and Sparky tried to fire their own attacks at their opponent. While their attacks were fierce, it appeared that they might as well have been flicking pennies at an oncoming tank. True, it was slightly hurting him, but not enough to stop him from charging forward and punching them both squarely in the face, sending them soaring back.

After that, Muncher Lad did something unexpected. He leapt up from behind and sank his jaw into the Nega-Chin's shoulder.

Muncher Lad rarely bit an opponent directly. This was partly because it left a bad taste in his mouth, but mostly because it could cause serious damage, since he could bite through mostly anything. But biting into the Nega-Chin's skin proved a bad move. Immediately he felt like his teeth were going to crack. He instantly released his jaw just in time for the villain to grab him by the cape and fling him across the battle-scarred arena, causing him to land in a pile of rubble.

Sonic chose that moment to swoop in and let loose his most powerful sonic scream. Unfortunately, while the attack was enough to shake the ground around him, the Nega-Chin merely looked annoyed, like a parent being forced to listen to his child's music being played several decibels too loud. Quicker then the eye could follow he was in front of the Indian hero with a powerful fist wrapped around his neck, effectively ending the attack and making it very hard to breathe.

Fortunately Fatale chose that moment to jump in and deliver a slash across her opponent's chest. He released Sonic, out of surprise more than pain, and the young heroine continued her assault, managing to get three more swipes before the Nega-Chin suddenly grabbed her by one of her pigtails and lifted her into the air in a very painful manner.

"Didn't my goody-goody alternate teach you to look before you leap? Too bad, you learned too little too late!" With that, his flaming red eyes began to glow, powering up his Nega-Vision.

However, the attack was interrupted by a strange projectile suddenly striking the dimension hopping bad guy between the eyes, becoming stuck in his skin, as it was sharp. The powerful alternate dropped Fatale not only out of surprise, but also of pain.

That had hurt…quite a bit, actually.

Uttering obscenities, the Nega-Chin removed the projectile from his skin and examined it. It was in that moment that he experienced something that he rarely felt anymore: puzzlement. The item that struck him appeared to be a playing card, albeit one that felt like steel, with the edges filed into sharp blades.

He could only hold it for a few moments before he suddenly realized it was still hurting him. Just holding the card burned his fingers to the point where he was forced to release it. As he shook his fingers to try and ease the burn, he was caught off guard when three more cards struck his chest, each piercing skin and causing pain.

Letting out a grunt of both pain and frustration, the Nega-Chin pulled the cards out of his chest. This wasn't supposed to be happening. He was near invincible, the attacks from eight mere children shouldn't be affecting him this severely. What was going on?

He finally looked across the battlefield and saw the source of the attacks. Cleft, now the Masked Magician, was standing tall, with a full Poker hand's worth of cards in each of his gloved hands.

"How are your attacks hurting me so much?" he demanded, his eyes glowing even more furiously in his rage.

"You're nearly pure dark magic. My attacks are pure light magic…or at least, that's how my new friends explained it to me," the Magician explained. With that, he threw both hands with the same grace he had thrown his chin-a-rangs. However, he was nowhere near fast enough. With incredible speed he not only dodged the attack, but also seemed to teleport to right in front of him. Before that fact could even register in the young hero's brain, he was punched across the face and sent flying against what remained of a building wall. Before he could recover he was grabbed by the throat and pinned against that same surface.

"This is long overdue, isn't it?" the Nega-Chin sneered as he tightened his grip, allowing the boy to squirm. "I should have just snapped your neck like a twig when I saw you three years ago, but I made the mistake of trying to take you captive. Well, that's easily taken care of—…AHHHH!"

The Nega-Chin was, for the most part, a competent villain, but here he had made a fatal mistake, one that he had lectured his followers not to make: that one should never underestimate their opponents. In his quest to kill the Magician, he had ignored the seven other kids, figuring he could ignore their miniscule attacks long enough to confirm the kill. However, he missed the little detail that the cards that had been thrown were still laying on the ground. Unlike him, the heroes-in-training could pick up these strange weapons without pain.

Which is how Wonder Gal and Fatale were able to pick them up and run toward the villain. They then leapt on his back and drove the cards directly into his back. Needless to say, this was quite painful for the powerful alternate.

As he cried in pain and stepped back, both heroines pulled out their cards and drove them back in, causing even more damage. They repeated this attack a few more times, all the while the Nega-Chin was screaming and cursing in pain, trying to shake the two kids off.

He finally managed to shake Fatale off, who fell to his feet. With one swift kick she was across the battlefield, clutching her stomach in pain. Wonder Gal, however, managed to use her super strength to keep her grip. Finally the villain jumped into the air and landed on his back, smashing the girl between himself and the ground. This jammed the card back in him, but effectively prevented future attacks.

In pain but still thinking clearly, the Nega-Chin began to reach behind him to remove the weapon still stuck in his back, but Sonic chose that moment to unleash another scream. It didn't do much direct damage, but served its purpose as a distraction. A few moments later the ground gave way underneath the villain and, being too distracted by the pain in his back and Sonic's attack, fell right in. Soon afterward Muncher Lad emerged from the ground, satisfied with his handiwork.

It was at this point that a third part of the attack came forward. AJ, who had planned this with his fellow classmates while the Magician, Fatale, and Wonder Gal were dealing attacks of their own. With great effort, the boy genius managed to use his mind to lift a steel beam from the seemingly infinite wreckage that had been broken off into a point. When his opponent fell, he shot the beam through the air and into the air, hitting his target in the stomach.

This would have impaled most anyone else and almost ensured death, but here the beam made it halfway through before stopping still causing a great deal of pain. The villain swore and began to remove the beam when Princess suddenly leaned into the hole he was pinned in and shot two beams of ice. The first hit the Nega-Chin's eyes, temporarily blinding him. The second coated the metal beam in ice.

The final part of the attack came from Sparky, who appeared next to Princess, pointed his fingers, and fired an electrical blast directly at the beam.

The five pronged attack ended up making a makeshift lightning rod. Even with the amount of invulnerability the Nega-Chin possessed, the kids were doing quite a bit of damage. Soon after Princess, AJ, and Sonic were firing their own blasts, with debris from Muncher Lad being fired as quickly as he could chew it up.

"Stop!" the villain command, but it was paid no heed. The barrage was soon joined by the Magician, who threw more cards, nearly doubling the damage. "Stop… enough… I… said… STOP!"

On that last word, a large wave of dark energy erupted from the Nega-Chin's body so strong that it knocked the eight heroes-in-training off their feet. Taking advantage of the cease-fire, he pulled the beam from his stomach, then the card from his back. Just as the heroes got to their feet, the villain flew out of his hole, his eyes glowing more sinisterly than ever.

"You will pay for that!" he yelled, unleashing his Nega-Vision.

For five seconds, the eight kids felt nothing but agonizing pain. As the Nega-Vision tore through their bodies, it felt like every cell in their bodies was being ripped apart. When the attack was finished, they all fell to the ground, smoking, unmoving.

The evil alternate looked at his handiwork with evil satisfaction. The only thing spoiling it was a single bit of movement.

The Magician moaned as he pulled himself to his feet. His arms and legs felt like lead, but he refused to give up. Looking at his enemy with contempt, he pulled two more hands of cards out of either sleeve and got into a fighting stance.

"You're still going to try and fight me?" the villain sneered. "You really are an idiot."

Between his heavy breathing, the Magician spoke. "I'm… not going to… give up."

At that, the Nega-Chin scoffed. "Face it, kid, your friends are finished, and so are you!"


	36. Endgame: Last Stand

A/N: Here it is, folks, the penultimate chapter of True Heroes!

Disclaimer: Fairly Oddparents copyright Butch Hartman, Billionfold, Nickelodeon, and Viacom. Superhero trademark DC and Marvel.

* * *

As brave as the Magician tried to appear, he could not stop himself from trembling at the presence of one of the most terrifying villains to walk the Earth. The dark aura that the Nega-Chin emitted was enough to send most heroes packing.

But the young hero-in-training was surprisingly brave. Swallowing his fear, he tossed out two more hands of magic cards. However, this time the experienced villain was more than ready. He dodged the attacks easily and was soon right in front of his tiny adversary.

While the Nega-Chin was moving slower (the Magician had actually seen him run up to him) he was still moving fast enough to act before the brown-haired hero could react. In no time the Magician was pinned against a broken building wall, being held by his neck. As the boy gulped, the villain gave a malicious smile. He pulled his victim away from the wall, then proceeded to slam him against the wall as hard as possible.

In an instant, the Magician's vision went red with pain. His back felt like it had been ripped open, which was probably a safe assumption. He was then pulled away again, gripped by one of his legs, and slammed against the ground. Now it felt like his head was splitting open. His top hat, which had amazingly stayed on the whole time, finally rolled off to the side. As he reached for it, a heavily muscular leg slammed onto his back, cracking his spine with an audible snap.

As the boy cried and groaned in agony, the Nega-Chin grinned, revealing his sharp teeth. "Did you really think an insignificant brat like you could beat me?" he laughed, kicking him in the side, forcing him on his back and breaking a few ribs as well.

His vision blurred, the Magician looked over at his fallen comrades. "I…can't…lose…" he moaned, attempting to get up.

"You're persistent, I'll give you that…and skilled. I wouldn't expect a kid like you to last against me, let alone damage me. For that, I'll end your suffering," he said, positioning himself over the small hero. He put his fists together in a single ball and raised it over his head.

"No …" the Magician said weakly as he realized what was coming. He looked over at his teammates. "Trixie…Chester…Tootie…I can't fail them."

"Aw, how sweet. Don't worry, I'll take care of them. They'll make good generals in my army." With that, he slammed his two fists down on his victim's head.

However, to the Nega-Chin's surprise, the attack was blocked.

The Magician, previously withering in agony, had blocked the attack with both hands, showing no signs of strain. He was now glowing a white aura. And, as a final thing the Nega-Chin realized when he snapped out of shock, was that it hurt to touch him.

The evil alternate yelled and pulled his arms back, looking at his hands. They looked burned, with pieces of his costume melting and missing.

Before he could fully comprehend what had happened, the Magician, now seemingly free of injury or fatigue, rose to his feet, pulled two hands of cards from his sleeves, and threw them with the grace and skill of a ninja warrior. The cards flew into the mighty villain, slicing skin and becoming embedded in his stomach. As he angrily pulled the projectiles out, his opponent lifted his hat off the ground and pointed its brim at the Nega-Chin.

"Watch me pull a rabbit out of my hat," he said with wit. At that moment, a wave of what appeared to be stuffed rabbit plushies erupted from the top hat, bearing full force at the terrifying villain. The projectiles hit their mark, causing damage due to their intense magic concentration.

"That's it!" the alternate yelled, throwing the final plushie aside. "I am going to break you in two!" He suddenly flew forward, and before the Magician could react he was punched in the face. He went flying back, but before he landed his incredibly quick opponent ran into his flight path and used both his fists to slam the boy into the ground.

When the Magician hit the ground, he immediately heard the unmistakable sound of the Nega-Vision powering up. Using reflexes better than he had before, he rolled out of the way and to his feet just as the rays scorched the earth. Quickly he reached into his left sleeve with his opposite glove and pulled out a multicolored scarf rope of great length. Swinging it like a whip, the colorful band wrapped itself around the alternate's eyes, blinding him and burning his face.

As the Nega-Chin attempted to pull the band free, the Magician ran forward and punched him repeatedly in the stomach, every quick jab burning through the villain's abs.

Nearly thirty feet away, Wonder Gal began to twitch before slowly pushing herself up. Wiping some dust out of her eyes, she looked over to where her boyfriend and the terrifying villain were doing battle. At the same time, A.J. began to stir.

"What's going on?" the boy genius quipped as he climbed back into his hoverchair.

"I think Timmy's powers have come forward just in time," the girl said.

"How very deus ex machina," A.J. sighed.

Back on the battlefield, the Nega-Chin managed to pull his makeshift blindfold off and land a punch on his opponent, sending him flying. Using some very impressive reflexes, the Magician managed to land on his feet. But immediately the dark creature leapt toward him. For a moment, he thought to dodge, but then he got an idea. As the towering villain got closer, he crouched to the ground. When his opponent got close enough, he pulled a card out of his sleeve and jumped toward his opponent with the unusual weapon out front. Instead of using it as a projectile, he slammed it into his chest.

For a tense split second, the world stopped. The Nega-Chin froze as the light item pierced his dark heart. From his chest, veins of light spread over his body. Finally, he gave an earsplitting cry of pain was he fell to the ground.

The Magician surveyed his fallen opponent. He noticed that his legs were melting into black goop. He realized what must be happening. His opponent was returning to the weakened form he had been in before he was resurrected…or maybe even disappearing for good. He realized something else.

"Wow, ironic. All that dark energy you collected to become invincible just left you vulnerable for my attacks. The ones that unlocked my powers told me that dark magic is always weak against light magic.

As more of the terrifying villain melted away, he spoke. "I admit, you're good…and focused. I was hoping to throw you off your game by ratting your relationship out to Wonder Man."

At that, the Magician's eyes bugged out. "That was you?"

Seemingly ignoring the hero-in-training, he continued speaking. "But even though you won, you only delayed things. Crocktopus will take over my organization and the new world order will still come, even if I'm gone. But before I go, I have a little parting gift for you."

With that, the Nega-Chin grabbed some of the goop that was once him and threw if forward. The Magician jumped to one side, expecting the attack to be for him, but the attack never even got close. He turned to the direction of the attack to see the goop land directly on wonder Gal.

Immediately the young girl started screaming in pain. The Magician's eyes bulged out. "Trixie!" he yelled, forgetting secret identities.

"I may be beat, but your little girlfriend's going down with me! You'll suffer for your meddling!" the Nega-Chin laughed.

Forgetting the villain dying on the battlefield, the Magician ran over to his fallen girlfriend. "Trixie, Trixie, please hold on!" he yelled as his other teammates began to get up.

It was at that point that two puffs of pink smoke appeared not ten feet away from the weary group. Cosmo and Wanda, in full face concealing uniform, appeared on the battlefield.

"Looks like Binky got his calculations right," Wanda muttered. "With the Nega-Chin dissolving, enough of that dark aura has gone down for us to be here."

"I don't get this design," Cosmo quipped obliviously as he surveyed the scene of destruction. "Some feng shui would really liven this place up!"

Before his pink haired wife could respond, Timmy ran up to the pair of fairies, barely coherent in his panic. "Guys, you've got to help Trixie! The Nega-Chin threw something at her, now she's in pain, I think she's dying, and…"

As the boy rambled, Wanda caught sight of the girl still screaming on the ground. Under her hood, her eyes expanded to twice their normal size. "Oh my gosh!" In a puff of pink smoke she was at the girl's side, her husband and godchild at her side soon after.

She placed a hand on the girl's shoulder. A second later she pulled it back, crying in pain. After shaking her burning palm she ran the star end of her wand up and down the still screaming girl's body. When the star darkened, the pink haired fay cringed.

"This is bad. She's been infected with dark magic, too much for her to handle."

"Isn't there anything you can do for her?" the Magician pleaded.

"Not without a full blown magic lab," Wanda said sadly, "and we'll never get her to one in time."

"There _has_ to be something!" the hero-in-training pleaded, sounding desperate.

"I'm sorry, Timmy, but putting out the amount of magic needed to save her would kill any fairy."

For a moment, the magical hero was silent. Then, he spoke. "What about my magic? Can you use that?"

Wanda looked at the boy for a moment, realization crossing her features. "We could… using all your magic, we might be able to cleanse the dark magic from her."

"So what are you waiting for?" the Magician cried.

"Well, there's a catch," Wanda said. "We'd be required to take the magic out of you to use it. And once we use it, it will be too tainted to put it back into you."

The hero pondered this. "You mean…"

"If we do this," the fay said, "you'll never be able to use your powers again."

The Magician looked at her girlfriend, still twitching on the ground. It wasn't a hard decision. "Trixie's worth it," he said firmly.

"If you're willing to do it…Cosmo, give me a hand."

"You got it!" her husband chirped happily, lifting his wand up. His wife did the same, both of them pointing the tips of their wands directly at their godchild's forehead.

Suddenly the brown-haired boy felt weak, like the life was being sucked out of him. That wasn't too far off. At that point a strand of light began erupting from his forehead, apparently pulled by the fairy's wands. He fell to his knees when, finally, the full strand was out, pulsating wildly.

Quickly but carefully the two fairies brought the magical strand over Wonder Gal, still twitching and screaming wildly. With some care, they draped the magic over the suffering girl.

Almost immediately the magic sank into her form, causing it to glow an almost angelic light. Instantly the darkness was absorbed and Wonder Gal slowed down, relaxing. She was now at peace. Almost instantly she drifted out of consciousness. Smiling, Timmy did the same.

The remaining six students watched this scene in awe. Suddenly, an evil laugh entered their ears. The looked to see the Nega-Chin, now only a head but still laughing.

"What are you so happy about?" A.J. asked. "We've won. You're dying and no one else got killed."

"You don't get it, do you?" he laughed as his facial features become distorted. "I may be powerful, but I'm far from the most powerful one to share my views."

Eight pairs of eyes widened at this. "What?" their voices shouted in unison.

"It was stupid to give those powers up. There will be others that will come, and now that you don't even have that magic, they'll roll right over you! I've done my job eliminating the greatest threat. I'll be remembered."

With that, he laughed his last as his head melted into goop, leaving a very worried group of heroes.


	37. Epilogue

A/N: Wow...I'm finlly finished with this. It's been a while since I started, and I've dramatically improved since the first chapter. We'll save all that for after this chapter.

Disclaimer: Fairly Oddparents Copyright Butch Hartman, Billionfold, Frederator, Nickelodeon, and Viacom. Superhero trademark DC and Marvel Comics.

* * *

Timmy rose from unconsciousness, every muscle aching as a painful reminder of the exhausting battle he had just endured. His vision was still black, only steadily getting clearer. His ears picked up some voices, sounding far off.

"I think he's waking up."

"Timmy? Timmy?"

His vision steadily returned as he first saw outlines, then blurred images. Finally he could see who was standing over him. Wonder Gal in the front, and his other classmates surrounding her. Almost immediately his girlfriend swept him into a hug, careful not to hurt him. "Thank goodness, you're finally awake."

The young boy groaned, every muscle in his body feeling like lead. "How long was I out?" he moaned, his voice sounding slightly broken from lack of use.

"Three days, you really took it hard in that fight," A.J. informed.

Timmy's eyes bulged. "Three days?" he said, finally taking in his surroundings. He was in the Academy's hospital wing.

"Yeah. After you passed out we brought you and Trixie here immediately," Muncher Lad cut in. "We tried helping you the best we could. Fortunately the teachers recovered and were able to handle it. Trixie woke up after a day, but you looked bad."

With his girlfriend finally letting him go, Timmy rested back on his pillow, trying not to move too much. "Well, at least it's over," he said weakly.

Before the conversation could go on, Music Master came in. "He's awake? Good. I need all of you out of here. I need to run some serious tests to make sure Cleft's alright."

"What? Can't we have a few more minutes?" Wonder Gal pleaded.

"Sorry, this can't be put off, it needs to be done immediately."

The class groaned, but obeyed. However, before leaving Wonder Gal placed a kiss on her boyfriend's cheek, much to his pleasure and Fatale's displeasure.

When the hospital doors closed behind them, the remaining students began talking. "Shouldn't we be concentrating on those 'others' the Nega-Chin mentioned?" A.J. questioned.

"It would be most wise," Sonic agreed.

"Yeah, but where do we begin?" Wonder Gal pointed out. "Maybe we should…" Her sentence was cut off by her running into someone. Looking up, she saw her father…and promptly remembered what had occurred before.

"We still need to have a talk," he said simply, earning a gulp from his daughter.

* * *

Meanwhile, nearly halfway across the country, in another city, there was a house. This house was unusual. For one thing, it was colored bright green with a purple roof. Its lawn was littered with plastic gnomes and what appeared to be pink blowfish on stands, along with a flag that read "I love Earth!" Most unusually, there seemed to be large tubes snaking from the house and attaching themselves to the apartment buildings that surrounded it.

Yet, despite all the irregularities, no one had questioned it in the six months since it appeared. That in itself was unbelievable, until you considered the fact that the town's education system was so bad that its educational facilities were called "skools."

But what was really unbelievable was what lurked inside this home, or more specifically, what was beneath it. The house covered a large technological lab, brimming with technology far outstripping the mightiest human efforts.

In this lab, sitting at a monitor, was a strange figure, almost completely cloaked by the lab's darkness, the red glow of the screen his only light. His gloved hand danced across a strange keyboard with ease. Finally the monitor blinked with a message. "Audio recording ready."

"To my Tallest," he spoke. "My mission is complete. I have studied this planet's miserable defense systems and have found their technology pitiful. However, the amount of powers they can possess is innumerable. Humans with powers are rare, but those that obtain them are powerful, and they are incredibly varied, so much so that any one strategy would fail on them. However, with the combined forces of our recent military alliances, we can completely decimate them. I am sending all the data I have collected now, and am awaiting orders. Signing out."

His message complete, he pressed a few more buttons and leaned back in his seat. Finally, his mission was over. Soon he could return to his home. The first thing he would do was bathe to get the stench of human worms off of him.

These humans were disgustingly weak, but soon they would be in their proper place: enslaved.

* * *

Music Master had just finished his physical and had allowed his patient back into bed when the Crimson Chin came to check on his charge.

"You're alright!" he exclaimed, quite relieved. "That was amazing! You should be proud of what you're doing!"

"I guess," he sighed bowing his head.

This confused his guardian. "What's wrong? You're not acting like someone who just took down the most infamous villain in the world."

"Well…did the others tell you completely what happened?" the boy asked.

"Sure. You've had powers hidden in you the whole time which some fairies apparently brought out, but you gave them up to save Wonder Gal."

"Yeah, well, I did it because I really wanted to save her, but…I gave up all that power. What if a lot of people I could have helped with them get killed because I can't save them? I mean, saving Trixie was good, but was it really worth it if people have to suffer because I can't help them?"

"Ah, the age old question," the Chin said, sitting at the side of the bed. "Is it right to save one at the cost of several? Well, I'm sorry to tell you this, but there's really is no clear answer to that."

"Yeah, I know," Timmy mumbled, looking at his costume, currently draped on a chair next to his bed. "You and Catman told me that being involved in hero activity would involve a lot of sacrifice and emotional stress. I did everything to brace myself for it, but I guess nothing you do prepares you for it."

"Afraid not," his guardian nodded.

"I keep going over that moment trying to figure out if I did the right thing. I mean, my parents kept telling me you can't let personal feelings get in the way of work. If they were still alive…"

"Tim…if they were still alive, they'd be as proud of you as I am," the Chin assured him. "Think of it this way: if Wonder Gal died, all the people she could help in the future would suffer. Either way, the sacrifice you made would affect others. Besides, I think it was wise to chose love over power. When you've been doing this as long as I have, you come to realize that power is a curse. It automatically pulls you to power, and guarantees that you'll be fighting you whole life."

"You really think so?"

"Certainly. Power means trouble, and seeking power will almost certainly lead to death. Look at the Nega-Chin. He went looking for all that dark power, but getting all of it just made him all the more vulnerable to your magic. But your determination to save your friends and avenge your parents kept you going. This is going to sound corny, but those kinds of things can make all the difference sometimes."

Despite himself, Timmy smiled. "Thanks, I feel better," he said, laying down. "I just…"

Before the boy could say what was on his mind, the door to the room opened up and Wonder Man entered, casting a glare on the small. The Chin rolled his eyes. "Nigel, couldn't whatever you want wait?"

"I only have one thing to say," the imposing hero said, staring at the boy. "I was conscious on the battlefield, and I saw how you saved my daughter. And, since you did have powers…against my better judgement, I'll allow you to see her."

Timmy couldn't believe his ears, but before he could speak, Wonder Man spoke again. "But I'm warning you," he said, jabbing a finger at him. "Give me one reason to, give me one sign you're bad for her, I will pull her from this school and make sure you never see her again."

With that, the ferocious father left, leaving a very shaken boy in his presence.

* * *

"Man, I can't believe Dad let me stay here," Wonder Gal commented as the remaining members walked down the school hallways to the teleporters that would take them to the dorms.

"Yeah, wonderful," Fatale muttered, so softly that only Muncher Lad, who was right next to her, heard it.

"Well, let's get back to the dorm," A.J. commented as they rounded the corner.

However, they stopped when they saw something interesting. Super Principal and Catman were talking with two men, both dressed in white business suits with black gloves and boots. Both wore sunglasses and had no hair. In fact, if it weren't for the fact that one had darker skin, it would be hard to tell apart.

"I'm telling you, none of my students pose any danger to anyone who doesn't cause problems," the principal assured.

"Correct me if I'm wrong, but didn't Victoria Strong and that engineered abomination Gary get educated here and then go rouge?" the darker man replied.

Catman stepped forward angrily. "Operative K, I assure you those were isolated incidents. We run a tight ship here."

K's partner snorted. "Right, and that's why three of your substitutes turned out to be double agents and spies."

In response, Super Principal actually smirked. "Wasn't Crocktopus doing some work for the government before he went rouge, O? Looks like you don't have very thorough background checks either."

Both men were silenced for a moment by the valid point, but quickly returned to their collected selves. "Look, our job is to keep track of any potentially dangerous aliens or metahumans, so pardon us if were just a little suspicious of these kids," O snapped.

The class decided to stay around the corner and listen in.

"I keep telling you, the eight of them are in no danger of going rouge!" Principle snapped. "What have you got to worry about?"

"How about the fact that eight children…children, I remind you…with only a year's worth of training took down a villain that managed to wipe out an army of you moments beforehand?" O replied. "Think about it. In the Negaverse, all of you were the villains, running roughshod over the government. We did simulations on the possibility of that happening here, and every one involved you decimating us. So imagine what happens when these kids get powerful enough. What if they decide they like the other side better?"

"It's moot," Catman said bluntly. "That's not going to happen. Those kids are some of the most outstanding examples of morality I've seen."

"Well, forgive us if we don't take your word for it. We'll be watching this school, and if you give us one good reason to, we'll close it down," K threatened.

With that, the two men marched down the hall in the opposite direction of the class, with the two teachers looking angry. "Idiot Guys in White," Catman muttered. "Ever since the government formed them we haven't had a moment's peace."

"It doesn't matter. We'll keep operating the school normally. Just don't let them get to you," his boss replied as she led him into the office.

"Wait," A.J. said indignity, "we saved the world and we're the bad guys?"

"That appears to be the case," Sonic replied with a sigh.

Sparky moaned. "Why can't we ever get a clear win?"

Wonder Gal shook her head. "Come on, let's get to the dorm. In case you've forgotten, tomorrow's the last day of the semester, then we go home for the summer."

Princess brightened up. "Wow, I forgot about that."

"We'll just have to worry about it in September," the girl said. "Come on, let's go pack."

* * *

"We were so close!" Vicky snarled, stabbing her claws into the table.

"Tell me about it," Bender whined, leaning over the conference table himself.

Shot Fuse said nothing intelligible, but he looked so mad that his companions thought he would explode. H2Olga, a woman made entirely of water, sat in another chair, looking angry.

"This is only a minor setback," Crocktopus assured, sitting in the chair previously belonging to the Nega-Chin, the Staff of Mega Negatude clutched in one arm. "Since the Nega-Chin named me his successor, I will be assuming his role. All of you will stay in your current roles, even those of you that barely qualify," he added, turning toward Bender.

"Hey, the Nega-Chin considered the ability to use more than fifteen percent of your brain a power," the doctor defended.

"At any rate, my new project is underway. When my next project is complete, we'll take our rightful place in the world. Now then, Bender, did you send the Body of Evil to complete the task I assigned?"

"Yeah, about that," he said, shifting in his seat, "Kneecap, Arches, Cranium, Toenail, and Knuckles freaked when they found out our philosophy. Remember, they don't have powers. They were causing problems, so we locked them away."

The magical technician growled angrily. "Drat! It's too late to do it now without getting caught! We're going to have to wait until September to set things forward! Oh well, what's three months! By the time we're done, those kids will be sorry they defied us!"

* * *

The next day the kids said their good-byes for the summer. Cleft, still in a wheelchair, got one final kiss from his girlfriend before she got into her dad's limo and drove off. With that, the Chin lifted him with one hand, his luggage in another, and flew back to Chincinatti.

As they flew towards home, Cosmo and Wanda watched from the roof of a nearby building.

"We did our job, why do we still have to watch him?" the green-haired fairy complained.

"Even with the Nega-Chin gone, a lot of his followers are going to carry on his work, and you know they're going to want revenge," his wife pointed out. "Besides, maybe staying on him will give us a lead on Doombringer. She's still at large."

"I guess so," the male fairy replied removing his hood. "Still, we can relax a little now, right?" he said slyly, putting his hands on her shoulder.

Smiling, Wanda removed her hood. "Well, I suppose…oh, what the heck!"

With that, she kissed her husband on the lips, allowing the couple to lose themselves for a few moments.

The Nega-Chin was gone. The kids were all right. For awhile, the world was at peace.

But only for a while.

A/N: Well, here we are. After all these years, I finally finished this.

First off, big thanks to Amras Felagund for being my beta, letting me use some of his characters, and generally lending some emotional support, for which I'd also like to thank dumas and Funkatron. You guys rock.

Secondly, since I know this is going to come up, there will be a sequel. If you couldn't tell from this chapter, it will utilize other Nicktoons You should have picked out two in this chapter. A third will become apparent later, but for the most part it will focus on the eight kids present.

For the sequel, I'm hoping to utilize the characters more. I've learned a lot since I started this and I'd really like to show that in my upcoming stories.

So...be prepared for some upcoming stories, and as always, keep on writing!

**Coming Soon:  
True Heroes: Year Two**


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